Fractured Mind
by AFScorpio91
Summary: Set in The Amazing Spider-Man movie-verse; Peter Parker struggles with the battle within himself after the death of his girlfriend, Gwen Stacy. Peter has new challenges to face as Harry Osborn escapes prison and his old friend, Mary Jane, comes back into his life. Part 1 of 3.
1. Chapter 1

DISCLAIMER: I do not own Marvel or The Amazing Spider-Man. I do not own any of these characters.

Thud.

Peter heard the sickening noise even from seven stories up in the air. In the back of his mind, he knew. There was no way he was going to accept it. He quickly tied the end of his web to the pole and dropped down to the bottom of the clock tower.

Everything will be alright, he thought. My webbing caught her. He whipped his mask off his face and tossed it aside. Gwen wasn't moving. He had a bad feeling in the pit of his stomach, but he decided to ignore it for now.

Peter reaches out to Gwen, "Hey. Hey." No response.

"Gwen." His voice shakes as he cuts the webbing off her, pulling her onto his lap. "Gwen?" Peter asks as his eyes start to fill with tears. There is an edge of panic to his voice. He knows. He can't accept it.

"You're alright. You're okay. Breathe." He encouraged.

"You're okay." He says to himself nodding his head.

"Gwen?" He cries out. "Stay with me, stay with me!" he pleads desperately.

Nothing.

"No, Gwen, stay with me please!" he begs.

Then he sees it. His heart sinks as blood starts to trickle from her nose. This isn't real, he shakes his head and holds her tightly.

"Gwen, no! Please, please. Please." He cries out. "I can't do this without you..."

He wasn't sure how long he was holding onto Gwen's body for. His hope. His life. Everything. Gone.

His thoughts began to travel to Gwen's family. God, they think she is on a plane to England right now, he shakes his head.

He lowers his head down and kisses her lips one last time. Pulling a strand of hair away from her face, he smiles at her. She is still so beautiful, he thought. Little did he know, that would be the last smile on his face for a very long time.

Peter carefully lowers Gwen's body onto the ground. With one final glance at the girl he loved more than anything, he picks up his mask and runs from the building. When he gets to the closest payphone he dials 911.

"New York City Police Department. What is your emergency?"

Peter pauses. He doesn't know how to say the words. "Th-there's been a murder."

"Are you sure? Who is the person? Did you see what happened?" the voice calmly asks him.

He chokes out the words, "Gwen Stacy."

A pause from the other end. "Gwen... Stacy? And you're sure she is not alive?"

"Yes." He cries out. "She's gone.."

"Sir, where did this happen?" The operators calm persona seemed slightly shaken. Of course they would know who Gwen Stacy was.

"Th-the clock tower. By the Oscorp p-power grid."

"We are sending an officer over right away. We do need you to stay where you are so you can answer some questions about what happened. What is your name sir?"

Peter doesn't give an answer. "Sir, what is your name?" she repeats.

"Spider-Man." He whispers and hangs up the phone.

As he is about to swing home, he sees several large black vehicles quickly pull up to the clock tower. He silently goes in for a closer look. He can hear sirens in the distance, the police will be here any minute. Then, three men come shuffling out of the building holding the motionless body of Harry Osborn, followed by another four men carrying out the glider. Peter narrows his eyes.

"Harry.." He growls out, about to swing over and make Harry answer for Gwen's death. Then, he remembers, and abruptly stops. This is all _my _fault, he thinks. I broke George Stacy's promise to stay away from Gwen. None of this would have happened if I hasn't been so selfish. The black vehicles quickly drive away just as several police cars and an ambulance pulled up. Peter quickly goes back to his home.

Four days later, Gwen's family hosts her funeral. Everything goes by so quickly. It seems like most of the police force are there. Aunt May had drove with Peter, she knew he needed her support right now more than ever.

Peter couldn't take his eyes off of Gwen's body in the casket. After crying for the last two days, his eyes were bloodshot with deep bruise-like circles had formed under them. His main thoughts were, "I did this. I killed her. It's all my fault."

He snuck a glance at her family. Gwen's mother had tears steadily slidding down her face. Her many brothers had red-brimmed eyes and looked disbelieving. This is my fault, he repeated in his head. I took away their father and...and Gwen.

From the time they got there, Aunt May had a firm grip on Peter's arm. He wasn't sure if it was more for him or her, she had recently gotten very attached to Gwen. Many people came up to him and put their hand on his shoulder expressing their sympathy.

Flash came up to Peter and wrapped his arms around his shoulders. "Man, I'm so sorry. Gwen was... well she was an amazing person." Peter just nodded to him, not making a move to return the gesture. Flash looked at him and gave a small shrug, walking off.

Finally after three hours, people started to clear out. Peter still kept his eyes on Gwen's casket, even after it has been buried into the earth. It was as if he could see right through it. Aunt May looked around realizing they were the last people there. She took one glance at Peter and sighed. He didn't even notice she had let go of his arm and had walked to the car. He didn't realize how long he stood there. All he knew was, he would come here as often as he could for the rest of his life. He owed this to her, to at least keep her company after he killed her.

A vibration startled him from his jacket and he brought out his phone to see that Aunt May was calling.

"Peter, I'm so sorry to call you, but when are you coming home?" She sighed.

"Soon." he whispered.

"It's two in the morning Peter, please come home."

He paused for a minute. She shouldn't have to worry about him. "Okay." He answered and hung up the phone. It took him a couple hours to walk home because he had refused to call for a ride or use a taxi.

He silently opened the door to his house and Aunt May was asleep on the couch. Stealthily walking up the stairs he collapsed onto his bed. Peter wasn't sure what to do now. He couldn't feel anything. He had cried himself exhausted. What's the point of going on? I can't live without her. I killed the person I loved the most. He wrapped his arms around himself and plunged himself into darkness.


	2. Chapter 2

BANG.

Peter heard a gunshot from behind him and whipped his head around. A blonde man darted away from the scene as another man fell to the ground. The people who had seen it screamed and ran.

I have to help him, Peter thought. He ran up to the motionless body and then abruptly stopped. No, no, no. He squeezed his eyes shut until they began to throb. It couldn't be him. When he opened his eyes again and knelt down next to the man, it was confirmed. His uncle was the man who had been shot.

"Oh God, no! Uncle Ben! Uncle Ben!" Peter shouted as tears filled his eyes. His uncle's warm blood poured between Peter's fingers as he tried to slow down the flow. "Call an ambulance! Someone call an ambulance!" Everyone else had already run from the gunshot. There was nobody nearby to hear him. Peter frantically looked around for someone to help them.

This is all my fault. I should have just stayed home. What have I done!? He couldn't help but remember the last words he had said to his uncle right before he left home. Only half an hour ago...

He looked back down at his uncle and let out a strangled gasp. It was no longer Uncle Ben that he is looking down at; it was the limp body of Gwen Stacy.

"Gwen.." he whispered and his hand trembled as he moved in to caress her cheek. The second his fingertips made contact with her skin, her eyes instantly opened and Peter found himself staring into their icy blue depth.

"Peter..." Gwen said in a faraway voice, "...you...did...this..." she let out a sigh and her body disappeared.

"No!" Peter shouted as his hands darted forward, grasping nothing. There was nothing left. Nothing. He stared at the empty space in front of him. That's when the hollow feeling began to creep up on him again. It felt as if a space has been carved from his chest, leaving another hollow gouge. Taking away his pain, his emotions, as if it were saving him.

"Peter! Honey, wake up!" Aunt May's voice woke him up from downstairs. He quickly sat up in his bed and put his hand to his chest, feeling his heart still racing.

It had been two months since Gwen had passed away. Two months since he had killed her. There hadn't been one night she hadn't appeared in his dreams.

A faint knock on his door startled him from his thoughts.

"May I come in please, Peter?" Aunt May asked.

"Sure," he said as he clicked his remote-controlled door lock.

The door slowly opened to reveal his aunt with a worried expression on her face. This is odd, Peter thought, she hasn't come into my room since... he quickly ended his thought there.

"Peter I- I think that- Uh-" she fumbled over her words as her hands fidgeted with the dish towel in her hands. "I was just wondering if maybe you considered going out to get a job anytime soon?" She rushed her words.

He raised an eyebrow at this. Without saying a word, he walked over to his desk and pulled out a wallet from his drawer. With a quick peek he saw the two 20 dollar bills left. He pulled them out and gave them to his aunt. How could I be so selfish, he thought. She's working nearly 70 hours a week to be able to afford this house and I haven't done anything to help.

"Peter!" She chastised him, stepping away from his outstretched arm. "How could you think I was asking you for money!?" She crossed her arms.

For a second he stared at her in confusion but quickly recovered and slipped the money back into his wallet. He would sneak the money into her purse later.

"Never mind." He shrugged as he walked over to his bed and let himself fall backwards on top of it.

"I would never ask you for money, Peter. I'm the adult. I take care of you. It's just that.." she trailed off, shooting quick glances at him and back to her feet.

"What?"

"Oh honey, I'm worried about you! You haven't _done _anything since... well... you know."

At this Peter's jaw went rigid, his mouth in a tight line.

"I'm fine," he stated as he stared up at his ceiling. He couldn't continue to stare in his aunt's eyes, knowing what she was thinking. Being worried about him. Being worried about a murderer.

"I'm just thinking maybe a job can help you. It will give you something to do, a reason to get out of bed in the morning-"

"I-" He tried cutting her off.

"I know what you're going to say, Peter. I respect that you use your mornings to visit her." She put her hand to her forehead and shook her head. "But this isn't healthy! Why can't you continue to work for that Mr. Jameson man?"

Peter laughed coldly in his head. He wasn't working for J. Jonah Jameson anymore because he had gotten fired. Taking pictures of Spider-Man nowadays was pretty hard work considering Spider-Man had been gone for two months...

"Maybe you should think about going to college then? I have some money saved up for you Peter-"

The sound of the doorbell cut her off. She glanced behind her and then looked back to Peter. "This conversation isn't over." She shook her finger at him and walked off.

Peter checked the time; 7:30AM. He jumped out of bed and started gathering his jacket and shoes. He heard another female voice downstairs. He stopped moving for a moment in order to figure out who it was, but as soon as he had, he shook his head and continued to put on his shoes.

Makes no difference to me, he thought, and shrugged. He didn't care who was at his house. There was only one thing on his mind: Gwen.

Gwen. His world. His hope. His everything. Gone.

Both of his arms wrapped around his torso and the pain of her memory creeped into his mind. He slowly slumped to the floor with his back against his bed. How could he do that to her? She was his life and he had killed her, essentially killing himself. But he was not dead, just living in his nightmare. The hollow place in his heart that Gwen had carved with her final breath seemed to be growing. He couldn't tell why it was getting worse.

Was it the mix of guilt, self-hatred, and depression that seemed to continually take away all his other emotions, or was it the hollowness that would soon take over so much that he felt nothing anymore? Was that the better option? Would it be easier to feel nothing rather than all the dismal thoughts he had?

No, he thought. He deserved any pain he had to deal with now.

The downstairs voices turned into laughter as Peter descended the stairs. Walking into the kitchen he quickly grabbed a cereal bar and hoped to leave the house without having to speak to whoever the stranger was. Just as he turned around and headed for the door, he let out a relieved sigh. The voice was just his neighbor, Anna Watson, an older women who was friends with his aunt.

Peter made his way to the door and kissed his aunt on the forehead. "Bye!"

"Peter, hold on one moment. I have some good news!" Aunt May chirped as Ms. Watson gave a small smile and waved at him.

"Yeah?" he questioned while mid-step out the door.

"You remember Anna Watson, don't you honey?"

"Yes.." he said in a confused tone. Of course he knew who she was. Growing up, Aunt May had him help Ms. Watson weed her gardens.

"Well, she stopped by to tell me that her niece is going to be moving in with her! You remember her too, don't you Peter? Mary Jane? That nice girl who you used to play with as kids!" Aunt May gave a hopeful smile to him.

Peter opened his mouth to answer, but no sound came out. Mary Jane had been his first crush. He remembered how for a whole weekend once a month since they were 5, she would visit her aunt and come over his house for play dates. He hadn't heard from her since middle school though. He had almost forgotten...

His memories switched back to Gwen and his chest painfully clenched. He needed to be by Gwen right now. Not talking about some girl from his past. Who cared if she was coming back. He hadn't heard from her in five years. Then again, with Harry it had been eight years... Dammit! Memories raced through his head; Gwen-Harry-Mary Jane-Gwen.

"I have to go!" He yelled as he rushed passed the two women. As he sprinted down the street, Aunt May gave a small sad smile to her friend.

Peter kept a steady pace as he ran to the graveyard, giving no notice to any of the people that he passed along the way.

What the hell am I doing!? He yelled inside his head as he neared the graveyard. She wouldn't want me here visiting her after what I had done to her! He pivoted on his foot and awkwardly turned as he was about to run back home. No. No, I need to be by her. I can't do this without her.

Dropping to his knees he brushed his hands through his hair.

I don't know what to do. Why am I here? I should go back. I need to see her. I killed her. I'm a murderer. His heartbeat started to race again. She lost her life because of me, I don't deserve to live either...

The hollowness inside came back just in time to calm his frantic mind. He took a moment to catch his breath and slowly got to his feet. He made up his mind and walked over to the gravestone of his salvation, quite unaware of the man who silently watched him from the shadows.


	3. Chapter 3

Darkness.

We were trapped in here. I hopelessly stumbled around trying to find an escape, while the goblin tried clawing its' way out. The elongated claws scraped across the inside of my head causing me to cry out in pain. I would deal with that pain because, in the end, it would be better. My vision started to melt into a deep red color. A small smile spread across my face. When the goblin took control I felt so much stronger. Pain wouldn't bother me then. It didn't exist. While I was vulnerable in the pitch black, I could make sense of what mattered in the red.

Peter Parker.

A feeling of pure hatred and loathing vibrated through my body. I wanted to cause him so much pain. How could my best friend do this to me? Betray me so greatly? _He was never your friend, _the goblin whispered to me. I knew that now. I had been tricked. He didn't want to talk to me again after 8 years just to see how I was doing, he wanted access to OsCorp! He didn't care if I suffered... if I died.

After what felt like hours of having my mind ripped to shreds, the pain suddenly stopped. I gasped as the blackness quickly filled in all of the red. No! I stretched out my arms but there was no use. I was trapped in my own head. Nothing but darkness. I needed to get out. I needed my revenge.

The sound of a door slamming instantly woke me up. I shot out of bed and looked around to see that I was indeed still in my personal hell: Ravencroft Institute. My eyes darted around the room to see the four damp, grimy walls of my room. The room I had been confined to for the past two months.

Hopefully not for much longer.

I walked over to the dented mirror on the wall peering into it. I already knew I was going to see blue. Not a speck of green was peering back at me. So human. So weak. I angrily shook my head and sat back down on the bed, awaiting my breakfast.

I was surprised at first to see him open the door to my cell. Usually he visited every Saturday to give me an update on the important things: Oscorp, The Bugle, _Peter. _A week surely hadn't passed already, had it? I counted back in my head. No. It had to be only Tuesday.

"Shut the door," Mr. Fiers commanded the guards.

They obliged and locked him inside with me. He turned his head to look at me and I could see relief in his face as he focused on my eyes. He hated being locked in with the goblin.

"Mr. Fiers I-" But I was cut off.

"Hold on!" he held his hand up to stop me. He tilted his head as if listening to the guards. This struck me as odd. We'd always talked freely before. I stared at the floor for several minutes as he stood there.

"Okay Mr. Osborn, I've got some good news but I can only be here about 10 minutes. I'm going to be very busy tonight." His words tumbled out.

"Good news?" Harry chuckled. "The only good news I want to hear about right now is that I'll be out of this prison tonight!"

Mr. Fiers stepped back as he glimpsed a flash of green in Harry's eyes. Just as quickly, though, he adjusted himself back into a dignified position and offered Harry a smile but said nothing.

"Wait- You mean- Tonight!?" Harry jumped off his bed.

"More-or-less tomorrow, Mr. Osborn. You see, that project we have been speaking of is complete. As a matter of fact, all projects are complete," he said with a sinister smile.

"All of them?" Harry asked disbelievingly as he sat back down on his bed with an awed expression on his face.

"Yes. Now, as you know, the remaining board members at Oscorp that are," he chuckled, "...still alive, think that you have simply taken a vacation. A way to grieve over your father's death. In the end it was a good thing the Ravencroft personal covered up any details about your involvement with what happened that night."

"The only reason they did was so they could keep it quiet that they're using me as some kind of lab experiment!" Harry growled.

"Temper please, Mr. Osborn. It wouldn't do us any good for you to... lose yourself right now."

Harry closed his eyes and let out a deep breathe. He opened his eyes again and put out his hand as an invitation for Mr. Fiers to continue.

"Please listen up now we are running low on time. First of all, be ready at 3:45am. Gather up any personal items you will want to bring with you. At approximately 4:00am, a few associates of mine are going to blow this place up."

"Bl-blow it up? Are you crazy!?"

"Don't you worry Mr. Osborn, the bombs will be planted away from the high security branch. You will not be harmed, although I can't say the same for the others in this building. You will, of course, be a main target for us to get out of here. That particular job will fall to me. There are currently two other patients that my associates will be in charge of. Do not worry about them as they will be a part of our later plan to take over this city." Mr. Fiers took another glance outside of the door to make sure no guards were coming over to them.

"Okay, so you blow this place up and get me out. What's to stop them from following us? I don't have any of my gear here to protect myself."

"That too, Mr. Osborn, will be taken care of. None of the guards will follow us because not a single guard will be left alive." Harry smiled at this. "We will leave _no _witnesses. And your suit and glider will be ready for you the instant we leave this building. I have already arranged my driver to bring them here in a separate vehicle. I would greatly advise you not to go to Oscorp for a while though. I would like you to stay low."

Harry scowled at this.

"Stay low!? What's the point of leaving this place if I'm not going to be able to do anything?!"

"I advise _you_ to stay low, not the goblin. The less people who know that Harry Osborn has returned to the city, the better. Now, as for that side project you wanted us to work on, it is complete. It will be in the van with your glider and suit. I'll explain how it works when we get to that point."

"Good, good. Maybe now I will soon find out why _Peter,_" he practically spit the name, "is able to keep all his powers without having to painfully transform at random." He shuddered.

There was no question, he liked being the goblin, but the initial transformations hurt. A lot. It felt like his insides were being pressed together and pulled apart and sliced up at the same time. He used the same venom that Peter had used! Why was it that he didn't have to go through this pain? There was no way he was going to get any answers from Peter, that was for sure. He was hoping that with this serum it would allow him to keep his powers but stop the painful transforming aspects.

"So can I use it right when we get to the van then?"

"It's only a prototype, and it doesn't exactly give the results you want every time... but no you'll be unable to use it at that time."

"That sounds exactly like the opposite of what I want." Harry glared at him. "Why would I inject myself with something else not knowing how it will react?"

"You misunderstand me, Mr. Osborn. This is not venom, serum, or any kind of antidote, as you had requested. They are still working on that, but we have found an approach that may actually help us create something sooner. You want to know why it is that Mr. Parker is able to retain his powers, looks, and sanity, while you must forego the transformation into the goblin at random. You also said to me that there was no way Mr. Parker would divulge his secrets to you. Well this device, Mr. Osborn, will tell you just that. It gives you a way to look inside the mind of the person you use it on. You can see memories, unlock secrets, read their thoughts..." he trailed off. "But as I said before, I will explain more after we have freed you. I will take my leave now, Mr. Osborn. Remember, be ready for us." Mr. Fiers bowed his head to Harry and called out to the guards. They promptly walked over to let him leave the room and then locked Harry back up.

Harry watched the doors close and one of the guards peered into the room at him. "Well Mr. Osborn, your visitor seems to have taken up the allotted time for breakfast. Guess you'll just have to wait until tonight to eat," the man sneered at him.

With a smile on his face, Harry laid back down on his bed resting his eyes. He didn't care about missing a stupid meal. He would be leaving this place forever. He drifted off back to sleep in order to be ready for the escape mission that tonight would bring. Slowly, darkness made its way into his mind.

Harry was jolted awake to an immensely loud sound that rattled the entire room.

KA-BOOOM.

It was time.

He jumped out of bed and got his usual inmate uniform on and tossed the other clothes to the side. He laughed to himself. Mr. Fiers had told him to be ready but it wasn't like he had anything to pack.

A loud piercing siren began to sound throughout his cell block. He peered through his door and saw red lights flashing along with what looked like fog and dust floating everywhere. There were three other inmates in the high security branch. Mr. Fiers had said they were going to rescue two of the others. Harry wondered which two were going to be leaving with them tonight. His eyes kept darting through the small window on his door searching for his rescue team.

"What the hell!?" The lone guard had yelled. He picked up the telephone and began dialing buttons but then slammed the phone back down on the receiver.

The dust from the explosions began to sweep its way into his room burning his eyes and making it hard to breathe. One of the inmates was cackling to himself. Where are they!? He started to cough. If they were left in here much longer they weren't going to make it out.

Just then, Harry saw five men enter the circular room. One of them was Mr. Fiers. Harry smiled. He was getting out. He saw that they were all wearing some kind of clear mask on their face that covered their nose and mouth. The guard was too busy trying to get the phones back online that he didn't even realize the men had entered the room. Without hesitation, the first man pulled out a handgun and shot the guard in the back of the head. He ran to the body, pulled a set of keys of off the guard's belt, and opened up a small lock-box on the desk. The man looked up and made eye contact with Harry through the door and a smile etched itself on the man's face. His hand came down on a large red button. All four of the inmates' doors flew open. Two men went to the second cell, and the other two went to the third. Harry thought Mr. Fiers would come to him, but instead he was walking over to the fourth cell.

"What are you doing!? We need to go!" Harry yelled at him. The other four men were already carrying out the other two inmates. Should Harry just follow them?

"This will only take a second, Mr. Osborn. We want _no _witnesses." He said as he pulled out a handgun from his black duster jacket. He aimed it right for the man who was still cackling to himself. The gun went off and a red mist sprayed the walls behind the man. "Time to go!" Mr. Fiers yelled as he grabbed Harry's arm.

It only took a few minutes for them to get to the entrance of the Institute. Dead bodies of guards and inmates littered the hallways. Parts of the building were completely gone leaving nothing but rubble on the floor with what looked like pieces of the people that had been blown up.

They ran through the entrance just in time to see one of the huge Oscorp vehicles pull away. "Right. This last one is for us," Mr. Fiers told Harry as he pulled open the back door. "Get in, now!" he yelled.

Harry jumped into the van and Mr. Fiers followed suit slamming the doors shut behind him. The instant the doors had shut the van took off. Harry couldn't see who was driving; that area was closed off.

There was barely any room to move in the back of the van, especially with Mr. Fiers pressed up against him. Suddenly the light in the back of the van came on and Harry smirked to himself. The reason there was no room was because his glider and suit were indeed in the huge van with them.

"I told you they would be ready as soon as we left."

Harry looked up at Mr. Fiers, momentarily distracted by the happiness he felt at seeing his equipment again.

"And what of the device you spoke of?" he asked impatiently.

"Ah, that would be here." Mr. Fiers pulled out a box from behind the suit and sliced it open with a knife he brought out from his pocket. He held it up for Harry to look at. It looked like a small round disk with two two tentacle-like objects hanging off of it. One of them was quite sharp looking with a clear cap covering the tip, the other part looked like a half-dollar with minuscule spikes covering one side of it. Harry took the silver object from the man's hands and studied it.

"How does it work?"

"Quite easily actually." He pointed to the main round silver disk. "This part here is kind of like an information storer. It's the part that transfers what comes in the first end and pushes it towards the holder's end. This tube here," he pointed to the sharp blue piece, "is the piece you put into the person you are trying to receive the information from. You just need to pierce this piece into the persons neck and it instantly paralyzes them. Well-" he chuckled, "it makes them unable to move while the piece is inside them. The side effect though is the pain. Once you attach the other tube, ironically this piece is green, you can surf through their memories and thoughts. This is the part that greatly hurts that person. All you must do it press this piece, spike side down, into your hand. The unpredictable part is here I'm afraid. It doesn't exactly go straight to what you're looking for. You have to kind of channel surf. The problem is that after about four minutes of ongoing exposure, the person will die. The body cannot handle the mind being torn through for that long. So if you are going to try getting answers from Mr. Parker, you must make sure you only use this machine for a few minutes and no longer. Give it a couple hours rest before you use it again as it may take a lot of energy from you as well."

"Mr. Fiers, you are a life saver." Harry fixed his eyes on the machine. This was what Harry was waiting for. He would be able to see exactly what it was that Peter had done in order to perfect the venom. Just then, the van came to a sudden halt.

"Mr. Osborn, this is where we part. We will keep in touch of course. Have your fun, if you must. I hope you get the answers you are looking for. I will contact you as soon as the others are ready as well. It may take a months time."

Harry didn't say anything but he quickly suited up and pocketed the device. He pulled the glider out of the van and jumped on.

"Oh, I'll be having some fun alright!" Harry grinned. "I've been waiting for this day for months. It's time Peter Parker paid." With one final look at Mr. Fiers, Harry flew away on his glider.

Mr. Fiers shuddered as he looked into Harry's eyes before he left, seeing not his usual frosty blue color, but a sinister green instead.


	4. Chapter 4

He sprinted toward the Captain as fast as his legs would carry him. The bullet hole in his leg throbbed, but that would have to be ignored for now. He had to save Gwen's father.

"The lizard," George Stacy breathed.

"It's okay, we got him," Peter assured him. "Now let's get you out of here."

He reached down to pull him up, but Captain Stacy gave a cry of pain. That's when Peter saw the extent of the damage. Blood streamed out of three large holes where the lizard had pierced his torso. There was no way the Captain would survive this, especially with Peter's web shooters damaged beyond repair. Peter lowered himself to the ground and looked up into his eyes, the Captain had already known his fate.

"You need to... You need to be gone when they get here. Okay?"

"I'm not going anywhere," said Peter. He would stay with Gwen's father as he passed. Nobody deserved to die alone.

"I was wrong about you, Peter. This city needs you. Here." He handed Peter his mask. "You're gonna need this. You're gonna make enemies. People will get hurt. Sometimes the people closest to you. So I want you to promise me something, okay?"

Peter nodded his head reassuringly. Of course he would promise him what he needed. How could he deny a man his dying wish?

"Leave Gwen out of it. Promise me that."

Peter let out a low gasp.

He looked up into the Captain's eyes. How could he promise him this? Did he not know how much Gwen meant to him?

"You promise me."

Peter looked down at the ground. It would be so wrong to deny him this promise.

"...Peter?"

Peter's head snapped up and once again the scene had changed before his eyes. It was no longer Captain George Stacy looking back at him, but Gwen. She was smiling up at him, despite the blood trickling from her nose.

"Oh my God, oh my God." He reached his hand out to her, but as he did, Gwen's expression suddenly changed. She looked furious.

"How could you Peter!? First you get my father killed, and then me! I thought you loved me!" She lashed out at him.

"Gwen I- I do love- I'm so sorry..."

"You should have learned after your uncle died that what you are is dangerous, Peter. Spider-Man is dangerous. He gets people killed. You should have listened to my father."

"I tried, Gwen. I tried to so hard but it was hurting me to stay away from you for so long. Please..."

"Hurting you!?" She laughed. "Look at me, Peter! Look what you've done to me."

"No, Gwen..." But he didn't finish his sentence because Gwen's body suddenly went limp and her head hit the ground echoing the thud from the tower.

"Gwen, no! Not again, please, not again!" He cried out and reached for her, but to his dismay the instant he touched her, her body had disappeared.

Gwen was gone. Forever. He had killed her again.

* * *

Peter shot straight up out of his sleep, gasping for air. The sound of Gwen's head hitting the floor was ringing through his ears.

Get it together, he thought. It was just a dream. He brought his hand to his forehead and wiped away the sweat that was beginning to drip. Why did he have to be reminded of his failures every night? Wasn't it bad enough that he had let all of those people down?

Daylight was streaming through his curtains, so he decided to get up for the day. As he was putting on his jeans, another thought had crossed his mind. Even though I have to deal with these dreams, at least I get to see _her _face again.

As he rushed down the stairs towards the kitchen, he could tell something wasn't right. Aunt May was staring at the television with her hand pressed against her mouth, her eyes full of concern. The mug of coffee in her hands was shaking slightly. Peter looked up at the television to see the giant letters across the bottom of the screen, "Explosion at Ravencroft Institute?"

"..._and as you can see, the entire building has been reduced to rubble and ash. Although the fire has rendered most bodies unrecognizable, Dr. Kafka, the asylum's head doctor has been identified. Police have also confirmed that many of the guards had been shot prior to the fire. As of right now, there are no known survivors and no suspects..."_

Peter stared at the screen with a mix of emotions: anger, sadness, worry, envy, confusion. He blinked and then tried to make sense of what just happened. Of course he was angry, someone had purposely murdered all of those people. Yes, most of the inmates there were criminals, but they didn't deserve to die. Sadness, he thought, kind of went along with his anger. He hated to see people get hurt, and overnight all these people had been murdered so close to his home.

Maybe I could have done something to help, he thought, but instantly shook his head. He had given up Spider-Man. Then he thought of Harry. Did he also perish in the fire last night? Was he worried that Harry had gotten loose before everything went down, or was he more worried that he had been killed as well? Envy puzzled him for a moment, but the realization hit him like a ton of bricks.

They were all dead. He was still alive.

"Awful. Just, awful." Aunt May snapped him out of his thoughts.

"Yeah.." He gave her once last glance and retreated back to his room. He slammed the door and began pacing his room. What did this mean? Did he really have a death wish? A small voice in the back of his head told him, _"Of course you do. You would be with Gwen again. You would be rid of this pain." _Peter nodded vigorously to himself. Then his eyes shot up to the curtains.

A soft clink against his window startled him. He rushed over and pulled the curtains to the side to reveal a note taped onto the glass. In sloppy hand-writing the note read,

_"Those you love will always be the ones who pay."_

Peter whipped open his window and glanced in all directions. Not a single person was in sight, but he swore he could hear a familiar cackle in the distance.

"Harry." he said out loud to himself.

It felt like he was being split in two. Half of him wanted to go after Harry. He couldn't have someone that dangerous loose in the city. That wasn't his responsibility anymore though. What had Harry even done? _I'm _the one responsible for Gwen's death. His stomach gave a painful clench. He wanted to just drift into unconsciousness and forget everything that was happening.

Peter spun around when he heard his door creak open.

"I'm coming in, Peter," Aunt May announced as she opened up his unlocked door. He quickly relaxed and walked over to his bed and slumped down, resting his head on his pillow.

"Are you okay? You came down for breakfast but then ran back up here just as fast."

"I'm fine." he reassured her. The same phrase he repeated to her at least once a day. She didn't look too convinced. He closed his eyes, hoping she would think he wanted to go back to sleep.

"Okay..." she studied him for a moment. "It's just that, well, you have a visitor, but if you're not up for it..."

"What?" his eyes popped open and he was on his feet a second later. Was Harry Osborn at his front door?

Aunt May looked taken aback for a moment but then smiled and repeated to him, "A visitor, Peter."

"Who?" he questioned.

"Come down and see." She gave him another smile and then descended downstairs.

Peter walked out of his room and looked down the stairs. Would Harry really just walk right up to his front door? Aunt May didn't know what he had done to himself, how dangerous he was. Maybe he was here to harm her, but wouldn't he have made a move when she had opened the front door?

He made his way to the bottom of the stairs and turned the corner towards the door. Immediately his worries about Harry were gone as he saw a girl with intense red hair staring back at him through the glass. He paused for a moment, then continued towards the door.

"Hey, Peter!" Mary Jane greeted as he opened the door.

"Hi," he said impassively.

"It's been awhile!" she said flashing him a smile.

"Yeah," he said, unsure of what else to say. Her smile faltered a bit with his lack of conversation.

"I just came over to let you know that we're neighbors now! I'm moving in with Aunt Anna to pursue my career in acting. I'm going to an interview later this week. Isn't that great?" she beamed at him.

"Wha- Oh yeah. Great." he let his eyes trail to the ground.

"Have you spoke to Harry lately?" she questioned.

His eyes flashed and he looked up at her. "What?"

She delayed for a moment before answering, "Harry. Do you two not talk anymore? We all used to hang out when we were kids. Then he had to move away to a private school and I wasn't able to come back here because my father had a huge argument with my aunt."

"Oh...no," he said in a clipped tone.

"Okay. Well, if you hear from him before me just let him know I'm back in town. Anyways, I have to head out now, I'll see you around Peter." she gave him once last smile and walked away, although this smile seemed more forced. He suddenly felt bad for being so cold to her. They used to be such good friends..

Peter shut the door and once again stalked off to his room. Halfway up the stairs he heard his aunt shout up to him, "Well that was nice of her to come say hello, wasn't it?"

"Uh-huh." he answered glumly. He couldn't afford to get close to anyone ever again.

After everything that had happened this morning, he definitely needed a rest. He would visit Gwen's grave later that day. Not bothering to take off his clothes or shoes, he plopped down onto his bed and shut his eyes.

Whether it was a minute later, or an hour, Peter didn't know. Something was telling Peter to open his eyes.

Grudgingly, he opened up his eyes and peered around his room. His eyes rested on a spot near his bedroom door and his heart seemed to have stopped.

Someone was standing next to his door staring back at him.

Gwen Stacy.


	5. Chapter 5

Peter blinked and shook his head. Was he still dreaming? He looked around again and, sure enough, Gwen was still standing in his room.

This was unlike any of the dreams he had had before. For one, Gwen was always someone else to begin with. Yet there she was, arms crossed and smiling at him like _she _was the lucky one. She had on her mint green jacket and pleated mini skirt with her thigh-high black boots - the same outfit she had worn on the last night of her life.

Without another moment's hesitation, he leapt from his bed and bounded over to her with outstretched arms. He stopped right before he touched her, remembering that it would always wake him from his dream. He let his arms fall to his side and looked into Gwen's eyes with a glum expression.

"It's okay, Peter," Gwen told him morosely.

He reached up to pull her into his arms, but they went right through her as if she were a ghost. She offered him a tiny smile.

"I'm not going to leave you just yet," she whispered.

"Gwen, I'm so sorry-" he started, his eyes tearing up.

"Shh-" she cut him off by placing her finger an inch away from his mouth. "Peter, I know how you're feeling. You blame yourself for what happened to me. You're the one who tried to save me. This was not your fault, Peter."

"How can you say that Gwen? I know it was my fault. Every night you tell me it was my fault. And then now you're saying it's not." he let out a small laugh. "I know what happened. None of this would have happened if I hadn't been so selfish."

"This is Harry's fault, Peter. Even mine. It was my choice to come there and help you. I wouldn't have changed it for the world. If I hadn't been there, you could have-"

"Could have what Gwen? Died!? Well guess what it would have been a hell of a lot better then letting you take my place. I would give anything to switch places with you."

"People need you, Peter. The city needs Spider-Man."

"No. No, I'm done with that. Like you said, Spider-Man is dangerous, he only causes destruction and misery."

"Peter! None of this is real. You know that right? They're dreams, that's it! You can't believe everything that I say to you."

Peter dropped down on his bed, wrapping his arms around himself.

"Gwen, I- I killed you. I'm a murderer."

"Peter..." she sighed. "I've got to go. Be careful, I love you."

"Please Gwen, don't leave, I can't do this without you." He jumped up from the bed a second too late. Gwen had vanished.

"Dammit!" Peter shouted to his empty room.

He looked around his room again, confused. Had he woken up? He didn't feel like he was sleeping but he couldn't remember actually waking up. He gave his arm a hard pinch and he definitely felt pain.

Okay, so I am awake, he thought. I never woke up though, was none of this actually a dream? He started pacing around his room. I'm going crazy, that's the only explanation. Gwen was in my room, I was talking to her, and then she disappeared. Am I making this all up in my head?

All of a sudden, more negative emotions starting sweeping into his head. All he could think about was Gwen.

The pain was too much for him to handle. He sank to his knees and grabbed his hair with both hands. Why couldn't he escape this pain? Is this what was in store for him for the rest of his life? He was never going to escape this guilt he felt over Gwen's death, but maybe it was better this way. He deserved it. He should be in her place, she had her whole life planned out and he took that away from her. Gwen Stacy was his path in life and now that she was gone, he didn't know what he was supposed to do now.

_You know what you need to do now. To make the pain go away. The guilt, the suffering, the regret, you can make it all go away._

How!? Peter asked himself.

_You need to be with Gwen again. _The voice in his head stated.

Gwen's dead. I killed her.

_Exactly..._ The voice faded away.

Peter knew he was going crazy now. Normal people didn't talk to themselves like this. He was far too broken to go back to his normal life as he had been trying to do. Maybe he was right, maybe the only way to truly be happy was to end his life. At least he would be with Gwen again.

He felt his nails digging into his arms and looked down. He had drawn blood without realizing it. A puncture mark where his nail had dug in started to slowly drip blood but he paid it no attention. By tonight it would be healed without even a scar.

"PETER!"

Peter whipped his head to his bedroom door behind him, startled to see that Aunt May was standing in his doorway with her hands on her hips.

"Peter what is wrong with you!? I've been calling you for several minutes and you've just been staring at the floor. Why are you on the floor?"

He swiftly stood up and shrugged. "M'sorry."

Her eyes narrowed at him and she shook her head. "I was just wondering if you were planning on-" she deliberated for a moment, "going to see Gwen's grave today. You're usually out of the house by now."

"Oh...no." He had already seen Gwen today. Not some hostile dream version of her, but he felt as if he spoke with the real Gwen.

Her eyes opened in surprise at first, but she quickly masked it and smiled at him. "Oh, good. Maybe you can help me start dinner then? You've been asleep for ages!" She shut his door and walked back downstairs.

So he had been sleeping. As if this couldn't get anymore confusing for him. He peered at his alarm clock which read 4:17pm. Wow.

He walked over to the window to get some fresh air, and he saw the note Harry had left. As he reached out to grab it, he noticed that the window opposite from him was open as well. He thought that was odd, because that was the guest room at his neighbor Anna Watson's house. Just then, Mary Jane entered the room. Grabbing the note, he was about to shut the window when he heard, "Peter?"

He looked up and saw Mary Jane with her head sticking out the window grinning at him. Her hair look wet as if she had just taken a shower.

"Oh uh, h-hey," he stuttered awkwardly.

"Aunt Anna is letting me take over the guest room! Remember when we would make telephones out of string and plastic cups and use these windows to communicate to each other?"

"Yeah, no, I remember." He stared at her. He hadn't expected her to remember such a trivial detail of their childhood.

"Good times," she murmured.

"Yeah."

"Oh yeah Pete! Before I forget, it was actually a huge coincidence. Guess who I met today while I was picking up dinner for tonight!?"

"Who?" he questioned. He couldn't take his eyes off the smile she was giving him. It looked just like the one Gwen gave him earlier today…

"Harry Osborn!"

"H-Harry? You saw him!?" His voice got louder.

"Yeah, he said he just got back from vacation. Lucky him, huh? Well, gotta go get dinner started. See you later!" she shut the window and started drying her hair off with the towel that was around her shoulders.

After shutting the window he realized the note was still in his hand, crumpled into a little ball. What was he going to do? Harry's note was pretty clear, but what was he going to do about it? He wasn't Spider-Man anymore.

One thing he was sure of though, Gwen Stacy would have given him the advice he needed. If he hadn't killed her, that is.


	6. Chapter 6

Three weeks.

That's how long it had been since Peter had seen Gwen Stacy. He continually visited her grave, but lately his dreams had been strangely blank. It seemed like the second his eyes closed to succumb to sleep, he awakened within minutes and it was morning again. There was no escaping through the dreary hours of the night. The guilt and pain he had was steadily growing inside him.

It had also been nearly three weeks since Mary Jane had spoken with him. She had told him she had gotten the part for the play she auditioned for, "The Importance of Being Earnest." Although he didn't want to get close to her, the fact that Harry had spoken to her was deeply unsettling to him. Harry hadn't tried contacting him whatsoever; no threatening notes and nothing strange being reported on the news.

In her free time, his Aunt May was spending a lot more time with her friend Anna next door, both of them excited that Mary Jane had come back to live with Anna. Without being able to speak to Gwen in his dreams and without much human contact over the last three weeks, Peter realized he was getting rather lonely.

With his back against his bed, he put his cell phone to his ear to listen to his uncle's voice again. _"Peter, I know things have been difficult lately, and I'm sorry about that. I think I know what you're feeling." _

He ended the voicemail and tossed his phone on the floor, unable to listen to the rest. He wished things were difficult for him. Difficult would be a breeze for him. Difficult would be peaceful. Manageable. He couldn't find the words to describe how he felt right now.

Downstairs, the front door opened and Peter heard Aunt May and Anna Watson come inside, laughing. He was glad that their friendship was keeping Aunt May happy. Ever since Uncle Ben had passed, she had put on a strong face for him, but he knew she was hurting.

One pair of footsteps began up the stairs. Peter unlocked his door, knowing his aunt was coming to talk to him, most likely to ask if he was fine or not. She had paused outside his room, the shadow of her feet slipping through under the door. Then, with a small sigh, she knocked.

"Peter, honey, may I come in for a minute?"

"Sure," he said getting off the floor to sit on his bed.

The door opened and Aunt May gave a tentative smile. She had on a dressy light blue cardigan and she had taken the time to put some curls in her hair.

Raising an eyebrow at her he asked, "What's up?"

"Anna and I are driving to the city in twenty minutes to go see Mary Jane's play. It's her first showing and I—well, we—wanted to know if you wanted to come with us?"

"No, thanks," he said resolutely.

"Don't you want to get out of the house?"

"No," he repeated.

"I'm sure Mary Jane would be happy if you came…" she tried.

"No...thanks," he repeated more slowly.

Aunt May nodded her head and shut his door without another word. He heard her walk downstairs again and begin talking with her friend again.

Suddenly there was a small bang against his window. He abruptly jumped up and opened it looking all over but seeing nothing except for another note taped against the glass. How does he keep doing this, Peter wondered.

_"See you at the premiere."_

Peter took it off his window and walked over to his bed staring at the piece of paper. Harry was going to be there tonight. Had Mary Jane invited him? She hadn't even let Peter know about the show tonight, not that he would have told her he was coming anyways. Was Harry planning something tonight?

He exhaled and shook his head. Looks like he would be going after all. He didn't want his aunt to be near Harry. A small part of him was telling him that he needed to talk to Harry about something, but he couldn't make sense on why he would want to talk to him.

CRACK.

Peter looked down and his hand had cracked one of his bed posts that he had been holding onto. Blood starting dribbling from where multiple wood splinters stuck out of his hand. With a sharp look at the bed post he decided there was no fixing it; he had crushed the entire piece. He quickly pulled out most of the splinters but one of them was pretty lodged in so he went to the bathroom to find a pair of tweezers. With his unbloodied hand, he opened all the drawers but couldn't find any.

"Dammit," he swore and shut the last drawer. Then he remembered the swiss army knife his Uncle Ben had given to him when he had turned 12. He had it tucked away in his desk drawer. It should have some type of tweezers or sharp item on it to get the splinter out.

He opened up the drawer and shuffled around some of the papers and, sure enough, the knife was there. He sat back down on his bed and opened up some of the gadgets. A corkscrew, bottle opener, scissors, and a knife. No tweezers. He decided against the latter and started poking the splinter out with the tip of the knife. As he was getting the last pieces out he realized something, the pain that he was always carrying inside him seemed to diminish a bit when he was fishing out the splinters.

Physical pain had momentarily drowned out the emotional pain.

He looked down at the blade of the knife that already had his blood spattered across it. It's because I deserve this pain. I cause pain to others. But what's the better choice; the physical or emotional pain.

His hand had already begun to heal and guilt began to pour its' way back into his chest. He clutched his chest, not caring about getting blood on his shirt. There had to be an easier way. He couldn't live like this anymore.

_Then don't. With a small amount of pain, you can be free. _

Peter shook his head, trying to get rid if the thoughts forming in the back of his mind.

_You deserve peace after all this time. End it. Be with Gwen again. Be happy._

The voice in his head perplexed him. One moment it would criticize him, and the next it was telling him to off himself.

He pulled out his bloodied hand again and placed the knife against his wrist. Closing his eyes he briefly thought of his death and a small smile appeared on his face. A loud round of laughter from downstairs pulled him out of his trance-like state. Opening his eyes, he looked down at his wrist and pulled the knife away before he made any kind of mark. For the smallest moment he thought he saw a figure standing near his door but it had vanished so quickly he could have imagined it.

I can't do this. Not while Aunt May is home. She can't find me like that. It would crush her. Tossing the knife aside, he walked into the bathroom and grabbed a towel. He quickly wiped off his hands and chucked the towel onto the floor. So many thoughts were swirling through his head right now. He heard his aunt and her friend make their way out of the kitchen and into the front hallway. He drew in his breath and exhaled loudly. I guess I'm going to the play after all, he thought.

He quickly made his way downstairs as they were putting on their jackets.

"Peter, what happened!?" exclaimed Aunt May.

"Oh-I uh-I'm coming with." he looked around at them and wondered why they were staring at him with such wide eyes. Anna gasped and put her hand to her mouth.

"But, you're bleeding. You have blood all over your shirt." Aunt May rushed over to him and checked out his hand. "What did you do?"

"Oh that. Accident. Splinters, you know. I'm fine Aunt May." he took his hand out of hers and wiped it on his shirt again.

"Well... if you're coming with then go change and hurry back down I'll bandage your hand." She gave him a skeptical look.

Rolling his eyes, he ran upstairs and quickly pulled a black shirt over his head. Why didn't he change his shirt before going downstairs? She always overreacted to these kind of things. He remembered how when he was nine, Uncle Ben had gotten him a slingshot. He was so excited he had called Harry to come over—

Harry. He let out a loud exhale and exited his room. By the time he got back downstairs, Aunt May already had peroxide and bandages out. She began working on his hand and he threw Anna a sheepish smile.

"There now." Aunt May smiled and put away the peroxide and bandages. "Now go grab a jacket, it's cold out!"

Peter once again ran upstairs. The hairs on the back of his neck began to stand up. He slowly opened the door but everything looked the same as he left it. He shook his head and put on a black hoodie and pulled a grey beanie over his hair. With one last glance around his room he pulled the door shut and ran downstairs.

"Kids these days with wearing hoodies instead of jackets!" Aunt May laughed and shook her head at him.

The drive into the city was fairly quick. Peter hopped out of the car and opened up the doors for his Aunt May and Anna.

"Let's hurry up now, they're going to start any minute!" Anna shrilly stated.

The few seats that were left were near the back of the theatre, Peter took the aisle seat and let Aunt May and Anna have the better seats. The theatre wasn't too big; it looked like it could fit about 150 people. Peter glanced around to see if he could spot Harry. When he had made it halfway through the crowd, all the lights dimmed, signaling the start of the play. He sniffed and decided Harry could have just been messing with him. Why would he come here?

Mary Jane made her way out to the stage with her co-star. They were wearing beautiful Victorian-style dresses. The theatre was eerily quiet, the only sounds were the voices of the actresses on stage that Peter was drowning out. He did not want to be here. He wanted to be back in his room, away from all these people.

Mary Jane let out a laugh that rang through the theatre. It was such a beautiful sound, Peter thought letting his eyes gaze in her direction. She had her hair in a up-do, with small flowers encircling the braids. The actress and her were whispering to each other and pointing towards the back of the screen. A rather handsome actor made his way onto stage and walked up to Mary Jane, courting her. Some emotion stirred inside Peter, but he couldn't figure out what he was feeling at that time. He looked over and Aunt May and Anna seemed to be having a great time.

The audience laughed and some clapped. Peter looked up. They must have made a joke he missed. A man near the front of the stage got out of his seat and made his way towards the back. A lady who sat two rows behind him scoffed at the man, apparently upset because you were supposed to remain seated once the play started. The man stopped and stared at the place wear he heard the scoff, but seemed to straighten himself and kept walking towards the exit, towards Peter. As the man passed, he flashed a smile at Peter. It was so dark in there, but Peter swore it was…

"Harry," Peter said as he went to stand up. Aunt May pulled him back down by his arm. Peter stared at her with his mouth gaping.

"Peter, shh! You're going to get us kicked out," Aunt May reprimanded.

He turned his head towards the exit but he had already gone, the door was swinging shut behind him. Should he run out after him? What would he say to him? Was this a trick of some sort?

The people on stage paid no attention to the small disturbance. Several nerve-racking minutes passed by and Peter decided he was going to check and make sure that had actually been Harry. Before he got up, a manic laughter filled the theatre.

His spider senses instantly kicked in, but were drowned out with emotions he had been trying to repress.

That laugh. The tower. Gwen.

He curled over in pain and everything else didn't matter. He thought his aunt was talking to him, but he didn't care. That laughter triggered something in him and it was hurting him too much to talk. Someone was pulling the collar of his hoodie. Gwen's face was flashing through his eyes.

Gwen reaching out to him, thinking he was going to catch her. She didn't doubt he would save her, but he had failed her. He had let her die.

He heard the laughter again, louder this time. People started to murmur to each other. Several people stood up and looked around the theatre. The lady who had scoffed at Harry earlier was talking to the usher near the doorway.

The people on stage seemed to be at a loss of words. He took a glance and saw Mary Jane was standing now, looking utterly indignant.

Then the entire theatre filled up with a yellow glow and went blank within a second. An explosion shook the theatre and several lights fell from the ceiling.

Peter looked up to see the goblin with an armful of spheres.

Once again, laughter filled the theatre at the same time as everyone started screaming for their lives. For their loved ones.

Harry made eye contact with Peter, and with a sinister smile, launched one of the spheres straight at Aunt May.


	7. Chapter 7

Time slowed almost to a stop.

Peter threw his arm forward and attempted to catch the sphere with his webbing, just before remembering he did not have his web shooters on. Thinking quickly, he jumped into the air and caught it, flinging it back towards the goblin.

He swiftly landed on the ground and checked around to see if anyone had seen how high he had jumped, but everyone was scrambling to get out of the building. He peered behind him at Aunt May, whose eyes were wide with shock. Hoping it was just from what was going on and that she hadn't actually see what had happened, he went to usher her out of the building when a loud crash shook the building from behind him.

He turned and saw that the sphere he had thrown had missed the goblin and instead hit the lighting above the stage, causing several of them to fall to the ground, followed by more screaming.

"Oh my!" cried Aunt May.

Another sphere landed near the middle of the theatre and began blinking rapidly, causing a strobe effect. The flashing lights caused confusion and made it difficult for people to escape.

Peter's mind was completely chaotic at this point. The overwhelming instinct to save all these people was threatening to tear through him, but he couldn't. He wasn't Spider-Man anymore. Another sphere and the curtains went up in flames.

What should I do!? Peter 's knuckles were turning white as he clenched his fists at his sides. Someone pulled at his arm. Suddenly, the sound of the theatre washed out as he contemplated his choices.

Get these people out and save them!

_You'll only cause further damage. _

I need to help them! Nobody else can.

_Pay them no attention. Look, Harry is right there._

I don't care about him right now, people need my help!

_And you need Harry's help, don't you? You know why you want to talk to him. Don't you...?_

"Peter! For goodness sakes let's go!" Aunt May finally pulled Peter back into reality and he looked at the fear in her face.

"Right. Let's go." he took Aunt May and Anna by the arm and led them towards the exit. Most of the people had vacated the building already. Peter looked up towards the ceiling but he could no longer see the goblin. Smoke was starting to spread through the big room.

They finally got to the door and as Peter was about to leave, he heard a blood-curdling scream. He looked back and through the smoke he saw that someone was caught under a light fixture that had fallen.

It was Mary Jane.

The light fixture that had fallen was the one Peter had hit with the sphere. His throat suddenly felt very dry.

This was his fault. He had to fix it. He knew Gwen would want him to.

He pushed Aunt May and Anna out of the building and swiftly ran towards the stage.

Everyone else was gone. The smoke was getting thicker by the second. He pulled his shirt up over his mouth and nose.

"Help me! Someone please!" Mary Jane cried out.

"I'm here!" Peter shouted as he jumped up on the stage. He quickly assessed the damage. The light had pinned down her leg and the glass shattered on her. "Do you think anything is broken?"

"My leg- my leg, I think." Her voice was getting weak.

Peter lifted it and threw it aside. She wasn't losing too much blood; it was the smoke he was worried about. He scooped her up in his arms and ran towards the exit. The police, fire trucks, and an ambulance began arriving. Right away, two paramedics rushed over to him with a stretcher and put Mary Jane on it.

"What happened?" they asked him.

"Light fell. Her leg might be broken and she has glass in her arm." he said stiffly.

They nodded and began to study her leg.

"Don't think it's broken. A doctor will check it out when we get to the hospital."

Peter looked around. Several people were being treated for smoke inhalation and had on oxygen masks. The fire fighters had busted down the theatre doors and had begun hosing down the fire. Police officers were questioning people about the incident.

"Peter!" Aunt May rushed over to him. "What did you think you were doing going back in there?! Are you crazy?"

Peter was about to answer when someone from behind interrupted him.

"He saved me," Mary Jane answered.

"Oh-Oh Mary Jane! Are you okay? What happened?!" She walked around Peter and took Mary Jane's hand.

"That thing blew up the lights and one fell on me and trapped me. Peter was the only one who came back to help me," she said as she rested her eyes on him. Her smile was full of gratitude and it brought out a good feeling in him; for the first time in a long time, he felt good about himself.

"Oh, Peter!" Aunt May turned around and hugged him. Then she quickly bounded over to Anna to let her know about her niece.

"I'm okay Aunt Anna, really. Peter saved me," Mary Jane said as Anna came over to the stretcher.

"Oh, I know you are kiddo. You've always been a tough one," she said fondly as she pushed some hair out of Mary Jane's face. "I came over to thank Peter here for saving you." She wrapped Peter up in a hug. "Thank you so much, Peter. Mary Jane, let me just grab my purse and I'll ride with you to the hospital."

Aunt May and Anna walked to the car leaving Peter alone with Mary Jane.

"Thanks again, Peter," Mary Jane said.

"Don't mention it." He smiled at her. It was his first genuine smile in a long time, and he liked the feeling. Maybe this could work out. Maybe he could become her friend again after all this time.

"I'll make it up to you! How about in a couple days I make us some dinner?" She asked, raising her eyebrows expectantly.

"Sure, sure." Aunt May would like having her over.

"Great. It's a date then!" she laughed.

His face fell so suddenly that Mary Jane looked around to see if anything was wrong.

"Peter? What's..?"

"Nevermind I- I can't this week," he said tonelessly. The paramedics and Anna came over and before Mary Jane could question him, she was loaded into the back of the ambulance.

Peter hastily walked to the car. Aunt May was waiting for him in the driver's seat.

"Let's go," he said.

"Are you sure you don't need to be looked at Peter?"

"I'm fine," he said with his eyes on the ambulance as it drove away.

"You probably inhaled a lot of smoke though.."

"I'm fine, Aunt May. Can we please go home now?" he said as he laid his head against the window.

She nodded and drove off.

If Peter had turned his head upwards before they drove off, he would have seen a very resentful looking Harry staring at him from the top of the apartment building across the street from the theatre.

* * *

It had been a week since the "Green Goblin terrorizes small-time Theatre" affair. Mary Jane had been asking to speak to Peter several times now, but he didn't want to leave his room to speak with her. Aunt May was shooting him perplexing looks at meal times, wondering why he would ignore her so blatantly right after he had saved her from the fire.

Peter was lounging on his bed watching "Lords of Dogtown" when a thud against his window caused him to jump from his bed. He hastily opened his window and yelled "What now!?"

Instead of a letter taped to his window, a very annoyed looking Mary Jane was staring at him from her window with her arms crossed.

"Oh, so you are home," she said in a miffed tone.

Peter looked down and it looked like she had thrown a shoe at his window. He raised an eyebrow at her. "Yeah, why did you throw a shoe at my window?"

"I wanted to check if you were home and I guess I got a little carried away." She let a small smile slip. "I just wanted to check if you're okay."

"Me? I'm fine. I should be the one asking you that question."

"My leg wasn't broken like I thought, thank you for asking."

"That's good," he had said.

"Your aunt told me about what happened Peter. With your girlfriend, Gwen, I mean. I'm sorry, I had no idea." She uncrossed her arms and rested them on the window still.

Peter tried not to let too many emotions betray him, but hearing her name always seemed to hurt him.

"I'm fine. It's been several months now. I just- I can't see other people right now."

"What are you talking about?"

"It's why I've been ignoring you this week. You had said 'It's a date.' and I'm sorry but I can't see anyone else right now."

"_That's _why you've been ignoring me?" She sniffed. "I didn't mean it like an actual date Peter, it's a figure of speech."

"Oh- Oh right." He nodded to her but didn't look convinced.

"Peter, you and I used to be really good friends. I want us to be friends again. Besides, I'm seeing someone."

"You're seeing someone?" Peter relaxed at this news. It would be much easier to be friends with her if there were no romantic feelings involved.

"Yeah, about a week before my play, Harry asked me out to dinner. He didn't tell me where to because it was a surprise, but guess where he took me!"

"Harry. You're seeing Harry," he said in a dreary voice.

"Yeah, but guess where he took me Peter!"

Peter just continued to stare at her.

"He took me to the Eleven Madison Park Restaurant! It costs $225 per person there! I couldn't believe it. A few days later he bought me this-" she held up her wrist to show a bracelet, "-well you can't see it well from there but it's a Pandora bracelet. It's really pretty," she added.

"You can't," Peter said.

"I can't? I can't what?"

"You can't see Harry."

She let out another sniff as she crossed her arms. "You can't tell me who I can and can't see, Peter. Just because you're holding a grudge against him..."

"A grudge? What do you mean? What did he tell you?!"

"Well-" she looked a little uncomfortable saying this, "-he told me about Gwen."

Peter stared at her with his mouth gaping open. He told her about Gwen?! How Harry had killed- no how he himself let her- die. He shook his head. "What did he say? What about Gwen?" he said, trying to keep his voice even.

"Harry said that you and him hadn't talked in many years. He said that you two had reconnected your friendship after his father died and how happy he was. He really missed you. You let him know that your girlfriend worked at Oscorp. He had introduced himself to her, and ever since that happened she followed him around everywhere becoming obsessed with him. He kept ignoring her advances towards him though, Peter. He couldn't help how she felt about him..."

"WHAT are you talking about!?" he yelled at her.

"I'm talking about why you won't talk to your friend anymore! He still cares about you, you know? No matter what Gwen had told you, Harry never tried anything with her. He just didn't tell you at first because he didn't want to ruin your relationship. She was lying to you.."

"DON'T YOU EVER SAY ANYTHING ABOUT HER AGAIN! You have no idea what you're talking about!" he couldn't help yelling at her. What had Harry been putting into her head?

She didn't even reply to him, but shot him a hurt look as she slammed her window shut. He didn't want to hurt her feelings but hearing her talk about Gwen that way had made him feel so angry. At first he had thought Harry had revealed their identities to Mary Jane and he had panicked. What was Harry playing at?

Deciding he needed to take a walk to clear his head, he swiftly walked out of the house, slamming the front door behind him. Aunt May was still at work, but she'd be home in a few hours. It was starting to get dark outside.

Peter didn't exactly know where he was going. He just needed to walk to blow off some steam. After about an hour he found himself wanting to go back home. He was in a pretty much abandoned part of the city; buildings were falling apart and nobody was outside at this time and it was putting him in a worse mood.

Rain started to trickle down from the sky, soaking Peter's hoodie.

"Great. Just great." He shook his head.

His anger at Harry wasn't going away. The things he had said about her were obviously fake, but he couldn't help feeling aggravated anyway.

"Hey, kid," a voice called from behind him. Peter turned around and saw a man had just walked out of a dark alley and had a pocket knife pulled out in front of him.

Peter looked at him and sniffed. He smiled and shook his head at the man.

"Turn out your pockets and give me all your money, now," he said in a voice he had tried to sound menacing.

"I don't have time for this tonight." He turned around and continued to walk.

The man ran ahead of him and put the knife up to Peter's chest.

"Now kid! Don't make me hurt you." He smiled showing several teeth were missing. The other teeth were yellow and chipped. This guy was probably just a junkie. He waved the knife in front of his face. For some reason in the back of Peter's mind, he heard the manic laughter of the goblin again.

"I'm _really _not in the mood for this," he growled at the junkie, waving his hand away from his face and stepping around him. The man grabbed Peter by the arm.

"That's it kid, I'm—"

Peter pushed the man up against the brick wall and began punching him in the face. Blood poured from his apparently broken nose, and the man dropped the knife.

"Please, stop!" the man cried out as he spit out one of his rotten teeth. "I'm sorry!"

Peter looked the man in the eyes and let him go. "Thank you." he said and as he did the man quickly reached for his knife and went to stab Peter in the torso.

It had only gone in an inch when Peter grasped the man's hand and pulled out the knife. He bent the man's hand backwards, instantly breaking it.

The man howled in pain and Peter, enraged, began punching him again.

"Peter, stop!" he heard someone shout behind him. He paid it no attention and kept punching the man who seemed to be unconscious now. As he pulled his arm back in a fast motion for one last punch, his elbow made contact with something behind him. He dropped the man to the ground and looked backwards. Mary Jane was on the ground clutching her mouth and blood was already leaking through her fingers.

"Mary Jane, what- what are you- oh my god are you okay!?" He bent down towards her and put an arm out to help her up. She swiped his arm away with an angry look in her eyes before standing up.

"What the HELL is wrong with you Peter!?" she yelled.

"I- I- I don't..."

"I followed you because you were so angry I wanted to make sure you didn't do anything stupid," she said with tears in her eyes. "You were going to kill that man!"

"He had a knife to me. I didn't mean-" He looked at the man, who was definitely unconscious on the ground. He bent down and checked for a pulse. He was breathing.

Mary Jane wiped the blood from her mouth.

"I'm so sorry, I didn't mean to hit you. I would never do that," Peter whispered to her.

"Screw you, Peter!" She turned on her heel and walked away. Peter blocked her.

"I can walk you home. It's dangerous in this part of the city," he urged.

"Get out of my way, Peter. Stay away from me," she said coldly as she walked around him. Peter didn't say anything further but silently walked about thirty feet behind her the whole way home, making sure no more harm came to her. When they got to their houses, she walked inside and slammed the door without another word.

Peter sighed and walked into his house. Aunt May was standing in the living room.

"Peter, should I even ask where you've been?" she said tiredly. She looked at him and saw he was trying to hide his hands. "What happened Peter?" she walked over to him.

He sighed defeatedly and held up his hands. She gasped when she saw them. Both hands were covered in dried blood and his knuckles were swollen and raw.

"Honey, what happened?" She tried moving some hair out of his face but he stepped away from her, shielding his face from her.

"I'm going to bed." He sprinted up the stairs, but not before she saw the tears in his eyes.

Peter slammed his door and started pacing his room. Why did everything have to go wrong today! First he finds out Mary Jane is dating Harry, that he's been spreading lies about Gwen, then he hurt Mary Jane. He tugged at his hair and slumped onto his bed. He had thought things were getting better. Things should be getting better for him.

He was poison. No matter what he tried to do, he always ended up hurting people.

_It's true, you know it. You beat that guy to a pulp today and then you hurt your friend. You're dangerous. Pathetic. Worthless. Poison._

It's true, he thought. Why should he think any differently. He closed his eyes and drifted off to sleep.

When he woke up the next morning, Aunt May was in the kitchen with the news turned on. With her coffee in her hand, she turned to Peter as he entered the room.

"Why do you always watch this?" Peter asked.

"Maybe I'm just waiting for Spider-Man to make an appearance again." She smiled at him, but then let it drop again seeing his knuckles. Self-consciously, he tried pulling the arms of his hoodie down further.

Peter glanced up at the television and his heart stopped.

Even though it had been dark last night, he remembered the face. The mugger who had stabbed him last night was on the screen.

_"Police still don't have any clue as to who was involved in last night's murder. It was most likely a drug deal gone wrong, or gang activity, Police Chief Greg Murdock announces. The man had received blunt trauma to the head, which caused his death..."_

Peter didn't want to hear anymore. He ran back up to his room, clutching his chest.

_I told you last night didn't I?_ The voice echoed through his head.

_You're dangerous. You killed someone. You're a murderer._

"I killed someone," he repeated.

He hadn't meant to go that far. He had just been so angry about Harry. How could he have killed that man? He was breathing when he left, wasn't he? He should have made sure the guy was okay before he left, but he had been so worried about Mary Jane..

_You hurt her, too. Murderer. You don't deserve to live._

He nodded to himself, his hands shaking. Walking towards his desk, he almost tripped on some clothes. His breathing was erratic. He opened up the drawer and pulled out the swiss army knife and walked over to his bed in a trance-like state. Peering down at the knife, he saw there was still blood on it from when he was trying to fix his hand.

_A knife? Really? You're pathetic._

Peter started to sweat. He was really going to do it this time.

_You'll heal too quickly with that. _The voice seemed to overjoyed and coaxing.

Yeah, that's right. He got up and silently made his way towards Aunt May's room. Uncle Ben had kept a gun locked up under his bed. He opened up the bedroom door and ducked down to look under the bed but the lock box was gone.

Aunt May had never approved of having a gun in the house. She must have moved it or gotten rid of it. Peter hoped it wasn't the latter. If she moved it, it would probably be in the basement with Uncle Ben's other possessions. He went downstairs to the basement without being seen by Aunt May and began looking over some of the boxes. Finally he opened up a box and sure enough, Uncle Ben's lock box was inside.

Dammit, he didn't know what the code was.

Rolling his eyes, he remembered he didn't need the code, and simply crushed the lock and opened up the bronze tinted box.

With a small sad smile on his face, he took the M1911 Pistol into his hand and shut the box, making his way back up to his room.


	8. Chapter 8

Harry couldn't help but smile to himself.

He stared up at the ceiling from his bed, contemplating his next move on Peter.

Last night had gone perfectly. He had been keeping an eye on Peter from a distance, planning on ambushing him to try out his memory machine, when some good-for-nothing junkie had attempted to rob him. Harry had watched the scene unfold as Mary Jane had run up to try to stop Peter, and he had elbowed her in the face. For a second, Harry had felt an intense anger and had to restrain himself so he wouldn't give away his position, but what happened next delighted him.

Mary Jane had pushed Peter away. She had yelled at him. The look of anguish on Peter's face had been pure bliss.

He watched as Mary Jane made her way home, Peter following behind like a wounded puppy. He waited several minutes to make sure they had gone, and the man Peter had left behind had begun to stir. This should be fun, he thought.

Harry walked up to the man, who was spitting out blood.

"Help me, please," spluttered the man.

Harry held out a hand and the man grasped it allowing Harry to pull him to his feet. He spit more blood onto the ground.

"What happened to you?" Harry faked concern.

"I- I- ah nothing. It was nothing. My fault," the man mumbled and looked down at his knife, shaking his head. He took a look at Harry and began to hobble away.

"I know who did this to you. I can give you his name, if you'd like."

The man turned around and studied Harry for a moment. He shook his head and continued on. Irritated, Harry walked in front of the man, stopping him.

"You're just going to let him get away with what he did then?" he said, irked. Seriously, who wouldn't want payback after that?

"No, no. Like I said, my fault," he said again walking around Harry.

Harry glanced behind him, making sure there were no onlookers, and then grabbed the man and pinned him up against the wall.

"Wha-what are you doing?" the man yelled, bewildered.

"Now just so you know, this isn't personal," Harry sneered as he took the man by the face and bashed the back of his head against the wall. Harry watched as the man slid down the wall, the light leaving his eyes.

Harry laughed to himself again, a smug smile on his face. Peter would think he had caused the man to die. He was enjoying destroying him bit by bit.

"What's so funny, Mr. Osborn?" a teasing voice said beside him. He looked over and Mary Jane was peeking at him from under the covers. He had almost forgot that she was still here; she had called him up last night when she got home, wanting to be picked up. The smile she was giving him almost made him feel guilty. Almost.

"I'm just so happy right now," he said as he pulled the covers off of her. She was still in his overly black t-shirt that he had given her last night.

"Me too," Mary Jane said as she rested her head in his lap, looking up at him. A bruise had formed around her mouth and her lip had been split open.

"I wish you'd tell me what happened to you," Harry whispered as he put his finger up to her cheek. She flinched slightly at the touch.

"It's nothing, Harry. Don't worry about it," she said and she fumbled around with the bracelet on her wrist.

"I can't help it if I worry about you." He tilted his head down and gave her a small kiss on her forehead. She closed her eyes and snuggled up closer to him. Her hair smelled like a mixture of lilac and strawberries and he leaned into her, nuzzling her hair with his face.

Yes, everything was working out great for him. He had been hoping Peter would ask Mary Jane out, and he could watch as their relationship grew so he could rip that away from him too. In the end, Harry couldn't resist this plan instead. He was going to have to have his fun while it lasted, he thought as he ran his hand through her sleek red hair. He remembered when he, Peter, and Mary Jane would go play at the fair near the river when they were younger. Harry had always had a soft spot for Mary Jane, but no matter what he said or did for her, she always seemed to prefer Peter.

Harry sighed. With Peter giving up Spider-Man, it was going to be much harder to get under his skin. He almost never left his house. How was Harry supposed to get revenge on him when he didn't have anyone he cared about anymore?

Harry shook slightly as a familiar clawing sensation racked his brain. Mary Jane opened her eyes up and looked at him. Harry, trying to play it off, scooped her up in his arms and rolled over, pinning her to the bed.

"Whoa, Harry," she giggled at him. He reached out and put a loose piece of hair behind her ear. He really did think she was beautiful, and she was full of spunk. If things were different, maybe he could have an actual relationship with her. Other things were on his mind though. Revenge against Peter and finding out how to stop these painful transformations had to come first. The clawing began to tear its way through his consciousness. He couldn't lose control around her. Not yet.

"I need to go," he whispered to her.

"Go?" she looked up at him. "Didn't we have plans today?"

He bent down and kissed her on the nose, and then hopped out of bed. As he was pulling on his clothes, someone knocked on his bedroom door.

"Come in," he said as he buttoned up his shirt. Felicia entered the room with several files in her arm. She threw Mary Jane a quick glance and began whispering to Harry, completely ignoring her presence.

Feeling self-conscience, Mary Jane pulled more of the blankets over herself. Finally, with a smug smile on her face as Harry bent over to grab his shoes, Felicia sneered at her and left the room.

"Harry, are you really just leaving me here?" she said as she hopped out of the bed.

Damn, he thought, she looked amazing in his shirt.

"Don't worry MJ, I'll have one of my drivers bring you home." Harry grinned at her.

"I just thought you said you had plans for us today." She pretended to pout.

"Oh, I do have plans for us..." he whispered as he walked out of his room, shutting the door.

* * *

Back in his room, Peter sat on his bed with the gun in his hands. Pictures of his family and friends were flashing through his mind. Pictures of everyone he has ever failed flash through his mind. People he had gotten killed. He wasn't surprised they were all the same people.

"My parents, Uncle Ben, Gwen's father, Gwen..." Peter's voice broke on her name.

The first time he told Gwen he couldn't be with her flashed through his mind.

"He made you promise, didn't he? To stay away from me, so I'd be safe?" she had asked him, her voice shaking with the betrayal she felt.

If only he had stuck to that promise!

He put the gun to the side of his head and shut his eyes.

_It will be easier. You won't feel pain any more..._

"I'm sorry, Aunt May..." Peter whispered and went to pull the trigger.

"PETER!" a voice yelled. At first he thought Aunt May had come into his room, but when he looked up it was—

"Gwen!" he yelled and tossed the gun to the side and he slowly walked up to her. "You're back," he whispered, trying to put his arms around her, but they went right through her just like the last time.

"Peter, what the HELL do you think you're doing!?" she screamed at him.

"I'm sorry, Gwen, but I can't do this anymore. I can't." He shook his head.

"Be strong, Peter, it will get better." She lowered her voice.

"I want it to, Gwen. I want it to so bad, you don't even know. I feel like whenever something good happens, five more things pop up to make me feel worse. I keep hurting people. I'm not good." His voice broke.

"You are good, Peter." She extended her hand to him but stopped mid-way.

"I hate feeling like this. Half the time I have so much guilt, I feel like I'm going to explode! Other times I feel so numb I don't know what to do. I'm like a hollow shell. I don't like feeling like this. I don't know what to do." he walked away from her picking up the gun again. "I need to do this. I'm a murderer, Gwen. I killed someone in cold blood last night." He put the gun up to his head again.

"Peter, _please, _don't do this. I love you," she urged him as she stepped forward.

He lowered the gun a fraction.

"I love you too, Gwen." He walked up to her. "I love you, but this—" He gestured to her "—it isn't real. None of this is real. You don't have to live with this guilt every single day. It's all I can think about and I'm going crazy."

"Peter..." she whispered to him, and then faded away.

"Gwen, no!" He jumped forward but she was gone. "No, dammit!"

He paused when he heard footsteps and quickly whipped the gun under the bed just as Aunt May got to his door.

"What are you yelling about?" she asked.

"Nothing, sorry." He walked around her. "I need to see Mary Jane," he said as he shut the door and kissed his aunt on the forehead.

He had to talk to somebody right now. He really was going crazy. Half of him longed to go back up to the room and pull that trigger, but the other half craved hanging onto whatever bit of life was left in him. He couldn't do it.

_You're too weak. _The voice mocked him. _You know who to talk to about that..._

Paying the voice no attention, he rapidly knocked on Mary Jane's door.

Anna Watson answered the door with an irritated look on her face, but it softened when she saw it was Peter at the door.

"Hey. Can I please speak to Mary Jane?" he asked hurriedly.

"Oh, Peter, I'm sorry. She went over to Harry's last night and hasn't come home yet. I'll let her know you stopped by, though," she said as she shut the door.

He stood there on the front porch. Who could he talk to right now?

Gwen.

That did it for him. He sprinted to the graveyard. He needed to be near her right now. A curious thought passed through his mind, on why he had decided to talk to Mary Jane first.

He got to the her grave site much quicker than usual. He took a glance around himself to check if there were any people, but it was usually empty whenever he came here.

He stood there, staring at the grave stone with his hands in his pockets. Now that he was here, he wasn't exactly sure what to say. She would be so disappointed in him. A gust of wind rushed past him and made him shiver, it was pretty brisk outside for a September day in the city.

He heard footsteps approaching him, and even without his spider sense he would have known who it was.

"Harry," Peter said as he turned around to face his old best friend.


	9. Chapter 9

"Hello, Peter," Harry said with an arrogant smile on his face. Peter studied him for a moment; he no longer looked like the goblin he had that night in the tower. There were more subtle differences such as how sharp his teeth looked now, or how his ears were slightly pointed at the ends. He couldn't see his eyes behind the dark shades Harry was wearing. He also noticed how Harry wasn't dressed in his usual business attire, but had on a dark hoodie and a pair of worn jeans.

"What, no goblin suit today?" Peter mocked him.

"Nah, I didn't feel there was a need for it." Harry remained calm and never took off that arrogant smile that was slowly starting to aggravate Peter.

"You had no problem wearing it at the theatre," he spat.

"There was purpose for that." He waved his hand as if it were unimportant. "What I want to know is why you're here. An associate of mine tells me you come here quite often." Peter started to say something but Harry stopped him, "Yes, yes I had you followed while I was locked up. Skip that and tell me why you're here."

"You could have killed people, Harry."

"Yeah, duh?" Harry shrugged at him.

"The girl you're supposedly dating was in there. Didn't that matter to you?"

"Why, does it matter to you?" Harry shot back at him. Peter remained silent. "Answer my question, I'm on a tight schedule."

Peter stared at him nonplussed for a moment before answering.

"You know why I'm here," he whispered.

"Do I?" he said raising an eyebrow. He peered behind Peter and saw the gravestone that read 'Gwendolyn Maxine Stacy', and his smile got even wider. "It's been months and you're _still _not over her!?" he barked.

"Gwen's not someone you just 'get over,' Harry," Peter said as his eyes flashed dangerously. He stared at Harry for another moment but then shook his head and turned away from him, staring intently at the gravestone.

"Not much fight in you anymore, I've noticed," Harry said dejectedly. Peter didn't answer him. "What, tired of being Spider-Man?"

Peter continued to ignore him.

"I asked you a question, Parker," Harry slowly said to him. Once again, Peter failed to answer him, and Harry felt long claws scraping the inside of his skull. He grabbed Peter's arm with one arm and flung his sunglasses aside with the other.

"LOOK AT ME WHEN I'M TALKING TO YOU!" Harry roared at him, specks of bright green dancing through his eyes. He finally took a good look at Peter and was surprised by what he saw. Peter's eyes were bloodshot as if he hasn't slept in weeks, and there seemed to be a permanent bruise-like purple under his eyes. But those were nothing compared to the look in his eyes, themselves; they were the eyes of a stranger, not Peter. There was hardly any life left in them, as if he had already given up. For a second, a split second, Harry felt a desperate need to help his friend.

"What's wrong with you?" Harry whispered. Peter saw all traces of green leave Harry's eyes. Harry let go of Peter and pocketed his hands. Before Peter could answer, Harry flinched, the claws trying to tear their way out. Flashes of black and red clouded his vision. The goblin was going to win. He looked back up at Peter and gave him a disgusted sneer.

"You're pathetic. Still pining away over a girl who was ready to just up and skip the country without you. Still grieving over her, months after I opened her skull on the floor of the clock tower! She's dead, Peter. Gwen is dead and you-"

Harry was unable to finish his sentence when Peter leapt onto him and wrapped his hands around his throat.

"Don't you EVER say Gwen's name again, Harry!" he spat at him.

Harry began to laugh uncontrollably. He had finally gotten to Peter. Peter leapt backwards off him as he continued to laugh, even throwing his hands over his ears. He couldn't listen to that horrible sound. The sound that brought back so many bad memories. Harry saw that Peter was momentarily distracted and whipped out the small disk from his pocket; his memory machine.

Harry plunged the syringe into Peter's neck, causing Peter to instantly drop to the ground. Peter's eye flickered around, trying to figure out why he couldn't move his body. Harry bent down to him with a hateful look in his eye.

"Now, maybe, I can find out exactly how you perfected the spider venom." And with that, Harry attached the device onto his palm, causing Peter to yell out in pain. Images danced through both of their heads as Harry tried to concentrate on the spider venom.

Finally, a memory stopped and the images began to blend into a bridge. Harry saw that it was Peter and Gwen on the top of the bridge.

"You're wrong about us being on different paths. We're not on different paths. You're my path. And you're always gonna be my path," Peter said to Gwen as he kissed her. "And I know there's a million reasons why we shouldn't be together. I know that. But I'm tired of them. I'm tired of every single one of them. We've all gotta make a choice. Right?" Peter smiled. "Well, I choose you. So... Here's my thought. England. Both of us. I'm following you now. I'm just gonna follow you everywhere. I'm just gonna follow you for the rest of my life." The scene dissolved as Peter and Gwen's kiss became more passionate.

Hate and envy pulsed through Harry. The memory was before Peter had known about the goblin.

He was just going to leave me, Harry thought. He was just going to let me die here, just like my father.

The next scene began to set. They were in Peter's house. Harry knew this because he used to come over when they were kids. Suddenly, he saw himself run around a corner, laughing, Peter chasing him. They both looked to be around seven or eight years old.

"Peter! Harry! No running in the house please!" Aunt May came down the stairs with a smile on her face.

"Oops, sorry Aunt May!" Peter laughed. "Harry and I were just playing tag. Can you believe he's never even played before!"

"Peter…" Harry whispered to him.

Peter didn't seem to notice, too busy talking to Aunt May. "Can Harry stay for dinner tonight? Please please please?"

Harry saw his younger self's eyes light up, a hopeful smile on his face.

Aunt May looked at both boys as if she wanted to say yes, but she shook her head. "Not tonight boys, I'm sorry." When she saw Harry's face fall, she added, "Harry's father called and said he has sent his driver to get him around 7:00 tonight, so Harry should start getting ready to go home now."

"Aww okay," Peter said sadly. The boys went to the living room and watched TV for about ten minutes before a car pulled up to the house and Harry got up to leave.

"Well, bye Peter. Mrs. Parker," Harry said gloomily.

"You can call me Aunt May too, Harry." She smiled warmly at him.

Harry nodded and exited the house.

"You seem to really like your new friend, Peter. Hopefully he can come over more often to see you," she said as she ruffled his hair.

"Harry's my best friend, Aunt May!" Peter smiled. "He's my bestest friend in the world."

The scene began to dissolve again but Harry ripped the cord from his palm. Watching that scene had hurt. When he moved away to private school he had tried to forget everything about his past, but seeing this reminded him of how good of friends him and Peter used to be. He looked over at Peter and saw blood flowing from his nose.

"Okay, two memories at a time then," Harry whispered to himself, as he reached toward the syringe. When he pulled it out, he realized his hand was shaking. He shook his head and grabbed his machine and got out of there before Peter came to.

Several minutes later Peter was able to sit up. The paralysis vanished instantly and he looked around for Harry, but he was long gone. There was a pain in his neck and he brought his hand up to feel it. Sure enough there was a small hole with blood slowly trickling from it.

"What the hell was that all about?" Peter said out loud.

All he remembered was Harry sticking him in the neck with something and then not being able to move. After that was just intense pain. That was all he had felt for what seemed like hours. It felt as if someone had thrown him into a pit of fire and left him there. He had tried begging for it to stop, but he was unable to speak. He thought when he finally woke up his skin would be badly scorched, but there were definitely no burn marks. Peter slowly got to his feet and set off for home.

A few hours later, Peter rounded the street and saw his house. As he made his way up his sidewalk, he heard yelling from inside. He instantly broke into a run and threw open the front door, thinking Harry might have come here. Instead, there was his Aunt May, Mary Jane, and a very angry Anna Watson.

"THERE! There he is right now! Look, he has blood all over his face!" yelled Ms. Watson.

Startled, Peter brought his hand up and wiped his face, finding that there was indeed blood. What the hell, he thought.

"Peter, honey, go upstairs really quick," Aunt May urged. Peter ignored her.

"What's wrong?" he asked, looking at Ms. Watson. She had never yelled at him even once. He remembered a time when Mary Jane and he had dug up some of the flowers in her garden to find worms, and even though she looked pretty mad, she had never yelled at them.

"You know damn well what is wrong, Peter Parker!" she yelled, pointing to him. "Look what you did to my niece!"

It all clicked together. Peter looked over at Mary Jane and saw the huge bruise on her face, along with the split lip. Mary Jane gave a miniscule shake of her head and looked away from Peter.

"I didn't do that," he said calmly, looking into Ms. Watson's eyes.

"Then why would Harry Osborn call me to inform me that you did? He said that while Mary Jane was with him last night, she said she didn't want to go home because she was scared of you!"

"I told you Aunt Anna! Peter didn't do this!" Mary Jane shouted.

"Then who? Who did this if not Peter?" she demanded.

Mary Jane was silent. She wasn't sure what to say at this point. She didn't want to get Peter in trouble; she knew now that it had been an accident. She had just been too mad at him at the time to say anything. She also didn't want to get her boyfriend in any trouble, but why would he say something like this to her aunt?

Anna Watson scoffed and then turned to Peter again, "If you EVER get near my niece again, I'm calling the police!" she yelled.

"I—I didn't—" Peter began but Aunt May interrupted him.

"Now listen here Anna! If Peter says he didn't do it, then he didn't do it! My nephew would never hit a girl, especially Mary Jane," Aunt May said in a firm voice and put an arm around his shoulder.

Anna looked skeptical but her anger didn't diminish. "Until I find out who was involved, I'm sorry, but you're not to see him anymore!" she said pointed at Peter while speaking to Mary Jane.

"I'm eighteen Aunt Anna! I can speak with whoever I want to," she retorted.

"Not if you want to remain living at this house you won't! I will not tolerate violence of any kind. Now get home right now, or I will be calling your parents about this incident."

Mary Jane looked like she was going to argue, but then she ran out of the house, her eyes filled with tears.

Anna Watson stared at Peter and then shook her head as she followed Mary Jane out of the house.

Aunt May went over and shut the front door and then turned to Peter.

"Peter, I am so sorry about that. I know you would have never done that, I don't know what that woman was thinking!" She shook her head. "I will not be speaking with her again, don't you worry," she said, flustered.

"Aunt May, you don't have to ruin your friendship with her over me. She cares for her niece and wants to find out what happened." Aunt May nodded and walked into the kitchen.

Peter stared at the floor. He felt horrible. Now he was messing with his Aunt's relationship with her friend. Walking up to his room, he heard the pitter-patter of rain on the roof.

He went into his room and closed the door. Putting his hands on his head, he plopped down on the bed. His head felt fuzzy from whatever Harry had done to him.

Why had Mary Jane covered for him, he thought. She had been so angry with him. He looked out his window; the sky was beginning to darken.

As he was staring outside, he saw something small hit his window.

"Great, just what I need right now," he said as he got up from his bed, thinking it was Harry that was outside. He pulled open his window, letting some rain inside, and saw Mary Jane.

"Peter, come down here," she loudly whispered.

Peter, without thinking, nodded and jumped down onto the ground from the window right in front of Mary Jane.

"Peter! Are you crazy!" she yelled and then covered her mouth with her hand, staring at her house. It seemed her aunt hadn't heard anything, so she proceeded to check if he was okay.

"I'm fine, I'm fine," he reassured her, "my window isn't that high up, you know. What did you need?" he asked.

"I just- I wanted to make sure you knew I didn't say anything about you," she said as she stared into his eyes with a worried expression on her face. "I was going to let you know later today I wasn't mad at you. I know it was an accident. I shouldn't have run up behind you like that. You're not mad, are you?"

"Mad?! Of course not!" he laughed. "I'm just happy you're not mad at me anymore. You really don't know how bad I felt," he sighed, shaking his head.

"Good, because I would really hate to lose you as a friend, Peter," she said stepping towards him a little. A bolt of lightning went through the sky and thunder boomed overhead.

"You should really get inside, it's pouring out and you're in short sleeves," Peter pointed out.

"I'd rather stay with you right now though," she whispered. "I don't want to go home again tonight after what my aunt said to you."

Peter nodded and smiled. "Okay, but let's go into my house away from the rain then. I'd rather not get caught by your aunt, so let's go around this way." He nodded to the other side of his house.

"Okay," Mary Jane laughed as Peter put his hand into hers and pulled her around his house. She looked down at her hand in his and blushed.

"Shhhh," he whispered as he opened the front door. They walked inside and Peter quietly shut the door. "Follow me," he whispered again. As they made it to the foot of the stairs, they heard Aunt May cough behind them. Peter turned around with a sheepish grin on his face.

Aunt May raised an eyebrow at him but smiled. "Just be careful, Peter," she said as she walked back into the kitchen. "And Mary Jane, dear, you're welcome to stay for dinner, as long as your aunt doesn't know you're here right now."

"Okay um, thanks Aunt May," she said as Peter pulled her upstairs.

"That was an epic fail!" Peter laughed as he shut his bedroom door.

"Well, I don't think so," Mary Jane smiled as she stared at him.

"Here, put this on, you look cold," Peter said as he pulled out a clean hoodie from his closet. Mary Jane threw it over her head and put it on, laughing as she saw how big it was on her.

"Thanks, Peter," she said.

"It looks good on you. You should keep it," he said as he laid back on his bed and turned the TV on.

"Thanks, maybe I will," she said as she sat in his computer desk chair.

She stared at some of the pictures on his desk and stopped when her eyes fell on the one of Gwen and him. Gwen was smiling in the picture and Peter was making a funny face. They looked really good together. She snuck a glance at Peter and saw that he still carried a sadness across his face. It wasn't fair, she thought. Something like this couldn't have happened to a greater guy. She sighed and then plopped herself on the ground next to Peter's bed watching the TV.

"You can have the bed, you know. I'll sit on the floor." He grinned to her as he got up.

"Oh no, it's fine. I'm the one who forced herself in your company tonight I'll take the floor," she laughed as she laid down and pretended to look comfy. Peter laughed, picked her up in his arms, and lightly dropped her on his bed.

"Too bad. You get my bed." He grinned at her. She smiled as she saw him, looking the happiest she's seen him in awhile.

"Fine. I will take your bed then, but no take backs," she taunted.

"I wouldn't dare," he said as he flipped through the TV channels, finally landing on a movie called, _The Avengers_. He pressed a button on the remote that shut the lights in the bedroom off and gave her a cheesy grin.

Mary Jane laid back and rested her head on his pillow. He sat next to the bed and rested his head against it. It was weird being back in this room, she thought. When they were younger, they would have sleepovers all the time and, just like tonight, Peter would take the floor as Mary Jane got to sleep in his bed. Towards the end of the movie, Mary Jane felt her phone vibrate. She pulled it out from her pocket and saw that Harry had been calling her. She sighed and pocketed it again. She saw Peter look up at her, but he didn't question her.

"Peter…" she said as the movie ended. She noticed she was absentmindedly running her hand through his hair and stopped.

"Hmm?" he questioned, slightly sleepy.

She turned to face him.

"Thank you for walking me home after what happened. I never said thank you."

"Don't mention it." He smiled.

"You also saved me from that fire. I never got to thank you for that either," she pressed on.

"There's no need to thank me. Besides, I think you're saving me in return…" he whispered.

"Saving you from what?" she questioned in a low whisper, pulling her face towards him. She was pretty close to him now, and even through the darkness in the room could make out his face.

"Myself," he muttered and then looked up at Mary Jane.

She couldn't help it anymore, and pressed her lips against his. At first he seemed to pull away, but then he began kissing her back. She pulled him onto the bed with her and he didn't break off the kiss.

Something inside him had ignited. He didn't want to fight his feelings for this girl anymore. He still loved Gwen, but he couldn't deny he had feelings for Mary Jane as well. At that moment, he didn't care about Harry or the effect these actions might have. All that mattered was that in this moment, there wasn't an ounce of sadness or guilt in him.

But then Mary Jane cut off the kiss.

"Oh my God. I'm so sorry, Peter," she whispered.

"You don't have to be sorry. It's okay," he said as he cupped her face in his hand. "Or are you sorry that it was me you kissed?"

"No, no. I wanted to kiss you. I still do. But... Harry."

Peter's face fell flat. "Oh." He got up off the bed. "I'm sorry. I shouldn't have kissed you back, I guess."

"Look, I should go," she said as she began to get up.

"No wait, it's late. Just— You can stay here, okay? It's fine. In the morning you can decide or—you know—just wait until morning to leave please," he said as he looked into her eyes.

"You're right," she nodded, sitting back on the bed.

"Goodnight, Mary Jane," he said as he laid back down on the floor.

"Call me MJ, you nut," she giggled. They both drifted off to sleep.

Peter woke and saw that Mary Jane had already woken up and left. She left a note on his desk that read, "Peter, I'll get ahold of you later today. There's something I have to do first though. -MJ"

Peter held the note in his hand. He really hoped he hadn't screwed anything up last night by kissing her back.

* * *

"Mr. Osborn, there is a Miss Mary Jane Watson here to see you," Felicia buzzed him as he was going through some paperwork at his desk.

"I told you to just send her up when she comes. She doesn't need to ask permission, Felicia," he told her, knowing Mary Jane could hear whatever he answered.

"No problem, Mr. Osborn." she replied.

A few minutes later there was a tentative knock at his door.

"Come in!" Harry called. Mary Jane walked through the door. Harry got up from his desk and walked over to her and pulled her into a hug.

"Where've you been?" he asked. "I've been calling you all night."

"That's what I sort of wanted to talk to you about," she said. "Harry, why the hell did you call my aunt and tell her that Peter did this to my face?" she said, pointing to the bruise on her face.

"Because I know he did," he answered.

"How? I never said anything about him and you just jumped to him automatically. How did you know he did this?" she questioned.

"Because I followed you guys that night," Harry answered and sat back down at his desk. Great, he thought, it was going to be one of those visits.

"Follow- you followed me!?" she yelled.

"Well, I was mostly following Peter, but then you appeared and I saw what happened. You should have told me what happened. I could have taken care of him for you, you know." Harry smiled at her as she looked back at him in disgust.

"What's wrong with you today? You've never acted like this before, Harry."

"What's wrong is that you're being secretive and not answering my calls," he retorted. She looked at the floor. "Where were you last night MJ?"

"I was with Peter…" she whispered. She couldn't wrap her head around this at all. She had come here to question Harry about ratting Peter out, to tell him that she had kissed Peter last night, and that she wasn't sure about her feelings for the both of them. But Harry was acting so weird now, it was kind of scaring her.

"Peter. As in Peter Parker?" he said in a monotone voice, getting up from his desk and walking over towards her.

"Yes. My neighbor, your friend," she answered.

"He is no friend of mine!" Harry yelled and Mary Jane jumped back. "Sorry, sorry. Why were you at Peter's house after what he did to you?"

"You saw what happened Harry! You said you followed us so you saw that it was an accident. I went over to apologize for my aunt yelling at him and for you calling him out."

"But you couldn't answer your phone? What were you doing that prohibited you from answering it?" his voice dripped with malice.

"I... I..." She couldn't find the words for it.

Harry was now only a few feet away from her but had stopped getting closer.

"You cheated on me, didn't you?" he questioned.

"I didn't mean to Harry, I didn't. I told you how I felt about him when we met. You knew I had feelings for him. I like you, Harry. But yes, I kissed him last night. It was a mistake to do it while I was still with you, which is why I came here to tell you. I'm sorry, Harry, but I think we should break up," she said in a strong voice, thinking about Peter.

Harry didn't seem angry about what she said to him at all. "He kissed you back?" he said in a somewhat delighted voice that confused her. Harry went over to his desk and pressed a button.

"Yes he... he did," she answered.

A moment later, Felicia opened up the door to the room and stared at Harry, "You called me, Mr. Osborn?"

"Yes, Felicia, would you please take out the trash?" he said pointing towards Mary Jane. He was glad to see the utter shock on her face.

"Of course, Mr. Osborn," she smiled and looked over at Mary Jane. "Come on then, Ms. Watson." She ushered her out the door and out of the building.

"Perfect," Harry grinned ominously.


	10. Chapter 10

Peter was taking an afternoon nap when he was abruptly woken up by more yelling. He looked up and saw that the sun outside was starting to set, indicating that he had been sleeping for several hours.

He shuffled slowly down the stairs, stretching and letting out a yawn when his front door opened and slammed shut. Mary Jane stared at him, looking quite shaken. She pressed her head against the door and closed her eyes. Peter cleared his throat.

"Hey," she said.

"Hi. Uh, what's up?" he asked as he looked down at himself and realized he was still in his pajama pants.

"I'm sorry I barged in like this. Aunt May called me earlier and said I could stop by if I needed to. My aunt isn't very happy with me right now," she said sheepishly.

"Because of what I did," he said, walking down the stairs.

"I told her she couldn't stop me from seeing you," she said with a smile on her face, although tears started streaming down her face. "Oh my God, I'm sorry Peter. I really didn't want you to see me like this." She quickly tried wiping away the tears. Mascara ran down her face.

"MJ, what's wrong?" he asked, walking up to her.

"I went over to Harry's this morning and we broke up. I told him what happened last night, that I kissed you. He didn't even care! And then he embarrassed me in front of his assistant," she said as she wiped away more of the tears, smearing her make-up in the process. Peter brought the sleeve of his hoodie up to her face and began to wipe away some of the smudges.

"You told Harry?" Peter couldn't control his voice. Harry couldn't know he had feelings for her. This was not good.

"I had to, Peter. I kissed you while he and I were still dating. It was so wrong of me. But I'm not sorry that I did it."

"I'm not either, MJ, but you shouldn't have told him." He shook his head. What was he going to do now? She was surely going to be on his hit list now.

"Can we go up to your room, Peter? I really need to talk to you," she muttered, and Peter saw her blush. Why was she blushing?

"Uh, yeah, yeah sure." He led the way and opened his door for her. She went straight for his bed and sat down.

"When I first talked to Harry after moving here, we got to talking about our past. We were laughing and joking but he seemed really focused on you, and told me about—" She stopped herself because she remembered last time he had yelled at her when she mentioned Gwen, "—well some things in the past. I told him how, when we were younger, how I had the biggest crush on you, Peter," she said and she blushed again. "That's when he told me he had a crush on me when we were younger, and I was surprised about that. I laughed it off and everything because, well, I still have feelings for you. But he told me how broken up you were about— that there was no way you were ready for a relationship. I told him I wanted to be your friend and he said that that was great, that you really needed a friend right now, and that's when he asked me to dinner."

Peter was seeing her in a new light. Mary Jane used to have a crush on him and apparently she still really liked him! How could he have never noticed this? When they were all younger, Harry told him how he liked MJ and Peter never made a move towards her because of this. He only saw her as a really good friend. Then both of them moved, and Gwen happened...

He wasn't sure what he was going to do. So much was going through his head. Harry had specifically said anybody that mattered to Peter was going to be in danger. Peter now knew that he had feelings for Mary Jane and while he wasn't sure what those feelings meant, he knew he liked her more than a friend. Maybe he wasn't Spider-Man anymore, but he was going to protect the ones he loved. Instead of that just being Aunt May, he was going to let himself add Mary Jane to his small circle. He wouldn't let Harry near her again.

_YOU killed Gwen, not Harry. It was YOUR fault._

Peter shook his head. Right now, he was in control and he wasn't going to let the voice in his head affect his decisions.

"I like you," he blurted out.

Mary Jane let out an amused laugh. "Do you now?" She raised an eyebrow.

"I do. I have for a while now but I wasn't sure how to feel about those feelings. Plus, you were spending a lot of time with Harry," he said a little resentfully.

"He scared me today. The way he was looking at me. He didn't seem to be... himself. He didn't care about what I had done. He just asked about you." She stood up and walked over to Peter. "What's up between you guys? And tell me the truth, please."

"The truth?" Peter closed his eyes. Now was not the right time to tell her. Too soon, his mind urged. He opened his eyes and held her hands. "I can't tell you that yet. But I promise you that I will one day. Soon," he added when she looked away from him.

"Okay." She nodded and then looked down at his pajamas and laughed. "Wow, you look like you've had a busy day. I'm sorry I interrupted," she giggled as she sat cross-legged on his bed. He walked over and sat down next to her, wrapping his arms around her.

"I was busy waiting for you to call me or to come over again. I like spending time with you," he said as he nuzzled her hair. Holding her felt natural. With Gwen, it was as if his whole world was put on pause, and she became everything. With Mary Jane, it was as if they were equals. He felt grateful that she had became a part of his life.

"If you don't mind, I'm going to sleep for awhile," Mary Jane said as she snuggled into his side. Peter carefully moved his arm around her in a protective way.

"I don't mind. I'll turn the sound down on the TV," he said as he flipped through the channels.

Almost instantly, Mary Jane was letting out steady breathing, indicating she had fallen asleep. Peter tried not to move to wake her. He instinctually stopped on the news channel, as always.

His heart momentarily stopped when he saw a picture of Dr. Connors on the screen. He held his breathe and listened closely, barely able to hear because of the low volume.

_"...looks like another murder in New York City today. Just an hour ago police found the body of Dr. Curtis Connors on the graves of Mary and Richard Parker. Connors had been locked away in Ravencroft Institute and was thought to have perished in the fire, but they were apparently wrong. Now, police question if any other inmates from the Institute have escaped and are on the loose."_

Peter turned the TV off and tossed the remote aside, pulling Mary Jane closer to him. What did this mean? Did Harry have anything to do with this? Why was his body found at the grave sites of his parents? Who had killed him?

Peter tried to work out these questions, but before he knew it he had succumbed to sleep with Mary Jane wrapped in his arms.

A loud knock on his door. Peter and Mary Jane sat straight up and stared at each other.

"Peter, I made pancakes today for breakfast!"

"Oh, uh, thanks Aunt May, I'll be down in a minute," he said as he made a "shh" gesture towards Mary Jane.

"Oh and please let Mary Jane know she can come downstairs too, there are plenty for all of us," Aunt May said as she walked away from the door.

Peter threw his hands up in the air. "How does she always know?" he laughed. Mary Jane shoulder bumped him and hopped off the bed and went into his bathroom.

The events of last night ran through his head. Looking over at the window, he froze. There was another note taped to it. How had he not hear that last night? He quietly walked over to the window and grabbed the note, checking to make sure Mary Jane was still in the bathroom. He read it quickly.

_Connors wouldn't give any information on his or your transformations. He was trying to protect you. So I killed him. Have fun with my sloppy seconds, Peter. Anyone you love or care for will die, and it will be your fault. Time is ticking Parker, and yours is running low._

Peter ripped up the note and threw it into his garbage just as Mary Jane came from his bathroom.

"Should we go downstairs for breakfast?" she asked.

"Yeah, yeah. Let's go," he said as he opened the door for her.

Aunt May had the table already set for them, and they sat across from each other at the table.

"Your aunt came over this morning, Mary Jane," Aunt May said as she passed her the maple syrup.

"Is she mad at any of us?" she asked.

"No, no. I think she's calmed down and figured out Peter didn't have anything to do with what happened to you. I do wish you would tell us what happened, though," she reprimanded her. Then she turned to Peter. "You two better have been safe last night. Remember to respect your girlfriend, Peter."

He stared at her, gaping like a fish out of water.

"I— We— I didn't— Not my—"

"Peter, it's okay. I was young once too, you know." Aunt May smiled at him. "Well, I'd better be off to work now you two," she said as she placed her dishes in the dishwasher. "Behave, you two," she said and out the door she went.

"Well, that was awkward," Peter muttered.

"I didn't think so. I like your aunt. She's funny," Mary Jane said as she stuffed a bite of pancakes into her mouth. Peter ruffled her hair. "So, you don't want me to be your girlfriend?" she asked innocently.

"Wha— oh. Oh. Sorry about that I wasn't really sure what to say. I mean, I would like for you to be— but you know—"

"I would gladly be your girlfriend."

Peter heard her reply but he didn't register it. "—you don't have to if you don't want to and— wait, you want to be my girlfriend?"

"Of course I do. I told you, Peter, I've liked you for a while now, but I respected that you needed time alone. If you're ready to date again, then I would love to be your girlfriend," she said sincerely.

"Well, okay. Okay. Great!"

"Ugh, one thing I have to do first, though," she said as she got up from her chair and walked over towards the trash. She held out her wrist, unlocked a bracelet on her wrist, and threw it in the trash. "There, now _I _took out the trash," she whispered to herself and sat back down at the table.

"I have something to say." Peter said to her as he took her hand. "I want to be with you, I really do. Sometimes though, I don't really feel like myself. You bring me back to reality. I will try to be the best for you, but I'm sorry if I'm not that great of a boyfriend," he muttered.

She leaned forward and pecked him on the nose.

"Just be yourself, Peter. You already have me," she said as she bit into her pancake.

Peter smiled to himself and began to eat his pancakes as well.

* * *

Several weeks later, life for Peter couldn't be better. Mary Jane had practically moved in. She spent more nights with him in his room than her own house. Aunt May was ecstatic that they were officially a couple, and her aunt began to slowly warm up to him again. Mary Jane had gotten another audition for a play and was out practicing mornings, Monday through Thursday. He was also surprised, but relieved, that he hadn't heard from Harry since he left that last note on his window. He knew that eventually he was going to have to face him, but for now he felt normal. It felt good.

He and Mary Jane were lounging in his room on a Friday night. Peter was working on his computer when Mary Jane jumped on his back from behind.

"Guess what today is!" she whispered into his ear.

"The day you crush my back?" he teased and turned to kiss her.

"Peter Parker, did you just call me fat?" she said jumping off him.

"Please," Peter grinned knowing she was messing with him. "What is today?"

"We've been dating for one month today! I know it's cheesy, but I got you something small," she laughed and bounded down the stairs. When she came back up, her hands were behind her back. "Close your eyes," she said and placed something into his hands. "Open them."

Peter looked down at a picture of Mary Jane and him. She had jumped on his back and was shooting the camera a peace sign while Peter gave his cheesy grin; Aunt May had taken the picture of them in the living room a week ago. Mary Jane had framed the picture.

"Thanks, MJ! I love it! I got you— uh—" he looked around the room, "—well I'm taking you out to dinner tonight!"

He gave her his signature grin and she playfully bumped his shoulder. He sat up and was about to put the frame on the desk when he saw the picture of Gwen and him there. He paused for a moment and then took that picture off the desk, about to put it in his drawer, when Mary Jane stopped him.

"No, Peter. Leave it there. She was a huge part of your life and I don't want you to put it away because of me," she said as she took it from his hands and placed it back where it was. Then she took her frame and put it next to the other one. "There. Perfect." She smiled and kissed him on the cheek.

"I love you," Peter uttered suddenly, pulling her into his arms. She stared at him and gave him another kiss. It was the first time he had said those words to her.

"I love you too, Peter," she said as she tousled his hair. "I've loved you for such a long time now."

"So tonight I'm bringing you to Carmine's Italian restaurant," he said as he got up.

"Great! Thanks, Peter," she said as she got up, too.

"I promised my aunt I would look for a job today. So I'm going out for an hour or so to look. You can stay here if you want."

"You know I will." She smiled at him.

Several hours later, Peter came back home and went up to his room. When he opened the door he was surprised that Mary Jane wasn't there. Huh, he thought.

His spider sense kicked in and he whipped around behind him just as Mary Jane jumped out of the closet at him.

"Boo!" she screamed, but Peter had already seen her. "No fair," she fake pouted. "How do you always know when or where I'm hiding?"

"I'm just that good," he laughed. "Ready to go?" he asked her and she nodded. "Great, let's go then. Aunt May is letting me borrow the car."

They both started to walk down the stairs and Aunt May stopped them.

"Now Peter, no drinking and driving tonight. If you're going to drink, remember I told you that you should just do it here. And if you decide to drink, take a cab home. I'd rather we pick the car up tomorrow then you drive after drinking."

"You know I don't drink," he said to her.

"I know but I still feel it's my responsibility to tell you these things," she said as she straightened his collar. "How did the job hunt go today?"

"Not too good," he said sheepishly. "I went back to The Bugle, but they said without Spider-Man, they didn't really have a need for me."

"I really wish he would come back." Mary Jane said suddenly. "My aunt always talks about the crime nowadays in the city and says Spider-Man did an amazing job keeping the city safe." Peter shot her a surprised look but hid it before either of them could see it.

"I completely agree with you dear. Now go on, you two,"she ushered them out the door. "Don't crash my car Peter!"

The drive to the restaurant was filled with a comfortable silence. When they got there, Peter parked and walked over to Mary Jane's door and opened it up for her.

"Why thank you, Mr. Parker." Mary Jane smiled at him and curtseyed.

They both walked inside and Peter talked to the hostess, who told him there was about a 20 minute wait. Mary Jane told him she didn't mind and they sat hand in hand on a bench near the door. Finally when their table was ready, they got seated in a small booth.

"Would you two like something to drink while you think about your order?" the waiter asked them.

Peter looked at Mary Jane and raised an eyebrow.

"I'll have a coke," she said.

"Two cokes," Peter told him.

"Perfect. It will just be one moment," he said to them and walked away.

Peter's phone began to buzz in his pocket. He quickly took it out and saw his Aunt May was calling him. "I wonder what she wants. We saw her an hour ago," Peter questioned, pocketing his phone.

"Probably checking to make sure you didn't crash her car." she laughed.

Several minutes went by and Peter's phone continued to buzz in his pocket. "Uh Mary Jane, do you mind if I go outside and take this call really quick? She wouldn't call me like this if it wasn't important."

"Yeah definitely," she said as the waiter came over with their cokes.

"Are you guys ready for your order?" he questioned.

"Um, just give us a few more minutes, my boyfriend had to take a phone call," she told him. He nodded and walked away.

Peter walked outside, annoyed to find it was starting to drizzle. He was about to call his aunt back when he saw she was calling again.

"Hey Aunt May what's up?"

"Peter! Finally! I've been calling you for the past 10 minutes!"

"Sorry, we had just sat down for dinner. What's wrong?" he sensed the urgency in her tone and began to worry.

"Is Mary Jane around you?"

"No... I'm outside right now. What is it Aunt May?" he urged.

"It's Anna Watson. I'm afraid she's had a terrible accident."


	11. Chapter 11

Peter shut his phone and pocketed it after he got off the phone with his aunt. How was he going to tell Mary Jane what had happened? This was supposed to be a great night for them, and now he was the one who had to give her some very bad news.

He walked inside with a gloomy expression on his face and Mary Jane raised an eyebrow at him. "What's up?" she asked with a smile.

"We have to cancel dinner tonight. We need to leave now. I'll explain when we get to the car. Here's your jacket," he said as he held out her jacket to her. Her smile faltered as she sat up and put on her jacket.

Peter pulled out some money and left it on the table, having Mary Jane follow him outside to the car. She looked confused but didn't argue with him. He started the car and drove in silence. She glanced over at him and his knuckles were wrapped around the steering wheel so tight they were turning white.

"Peter... what happened?" she asked timidly.

"It's your aunt. She had an accident. I think she's being taken to the hospital," he said without looking at her. In the back of his mind he knew what happened, and highly doubted it had been an accident. If he found out Harry was involved in this in any way...

"I was thinking it was something like that. Your aunt had called you so many times. My phone was on silent but when I checked my phone, she had been calling me too," she said as calmly as possible. "But she's okay, right? Are we going to the hospital to see her? Do you know what happened? Is Aunt May with her?" Her voice grew unsteady.

Peter turned to look at her for a moment. Her eyes looked glassy and he could tell she was going to hold on to the hope that her aunt was alright until she saw her. Would her aunt be okay? Aunt May hadn't given him too many details; she had just said that it was bad and that they needed to get home right away.

"I'm not sure what happened. We'll find out soon though, okay? I'm here for you no matter what, you know that right?" Peter whispered as he wiped away a tear that had rolled down her cheek.

"I know. I love you, Peter," she said as she rested her head against the window.

"I love you too." He took one of his hands off the wheel to hold hers.

They were two blocks away from their houses when they saw the red and blue flashing lights. Peter's hand tightened around Mary Jane's. He parked the car and turned towards her. "Do you want to wait in the car while I talk to the police?"

"Yeah. That's fine," she said, not really looking at him.

Peter shut the door and ran up to his aunt, who was talking with a police officer.

"Peter, oh it's horrible," Aunt May sobbed.

"What happened?" he asked frantically. There were no ambulances here, just a squad car, which meant either she was okay, or she had already been taken to the hospital. Peter went for the latter seeing as how Aunt May was so upset. She was about to speak but then the police officer spoke up instead.

"We got a call from your aunt saying she heard screaming next door at Ms. Watson's home. When we arrived here, nobody would open up the front door, so we had to break it down to get in. That's when we found Ms. Watson laying face down in a puddle of blood. Someone had tried to murder her with this—" The officer held up the bag in his hand that contained what looked like a military grade hunting knife, "—by stabbing her in the chest. As of right now, she is at St. Luke's-Roosevelt Hospital in critical condition."

Peter's heart stopped. Mary Jane's aunt was probably going to die tonight. He stared at the knife in the bag; the top half of the knife was layered in a bright green color. The green color shimmered as the officer held the bag, there was no denying it now, this was Harry's doing. The police officer seemed to notice this and narrowed his eyes at Peter.

"Do you know anything about this son? Have you seen this weapon before?"

"No, sir. I just have my girlfriend in the car. The woman at the hospital is her aunt. I need to go let her know what happened," he said solemnly. The police officer nodded and walked back to his car.

Aunt May hugged Peter and turned to the car. "Do you want me to talk to her Peter?" she said as more tears rolled down her face.

"No, thank you Aunt May. Do you want to ride with us to the hospital?"

"Yes, yes I think I do. I'll just grab my purse, hold on one moment." she said as she hurried into the house. Peter turned around and ran back to the car.

Peter opened up the car door and climbed inside. "What happened?" she gasped when she saw Peter's expression. He shut the door and let out a sigh.

"Your aunt she— somebody— she's in the hospital right now. Somebody broke in your house and—" He shook his head. This was all his fault.

"Somebody what Peter? Is she okay?" Mary Jane wailed.

Peter shook his head. "I'm not sure if she is okay, honestly. She was stabbed in the chest—" He stopped when Mary Jane let out a sob and tears began pouring down her face.

"I need to go see her. I need to see her, Peter," she cried out.

"I know. I know, let's go," he said as he started up the car. Aunt May strolled over to the car and hopped in the back seat.

What was he going to do? He should have been there, keeping an eye on them, just in case. He knew what Harry was capable of, but he didn't think he would actually try to murder Mary Jane's aunt!

They got to the hospital. Peter opened up the car doors for the girls and held Mary Jane's hand as they all walked inside the emergency front entrance.

A shorter lady with greying hair and a round face peered up at them from behind her desk. She greeted them with a warm smile.

"We're here to see Anna Watson," Mary Jane told the receptionist firmly.

"Anna Watson? One moment please," she said as she began typing on the computer. "Are you family?" she asked. Mary Jane nodded. Half a minute later, Peter saw the receptionist's face fall and she looked up at them. "I'll be right back. Wait right here," she said as she shuffled away. Mary Jane's grip tightened on Peter's hand.

Several minutes later, the receptionist returned, followed by one of the doctors. He walked up to them with a grim expression on his face.

"Hello. I am Doctor Upchurch. And you are?" he said as he held out a hand. Peter took it first and shook it.

"I'm Peter Parker. This is my Aunt May, and this is my girlfriend Mary Jane, and we're here to see her aunt, Anna Watson." The doctor glanced at Mary Jane and gave a small nod.

"Ah yes, Ms. Watson was taken in here today in critical condition. She had already lost so much blood. We did as much as we could, but I'm afraid she didn't make it," he said looking at Mary Jane. Aunt May let out a gasp.

Mary Jane must have not registered exactly what he told her because she just nodded to him and asked, "Okay, when can we see her?"

The doctor looked back and forth between them quickly and continued on, "I'm so sorry, Mary Jane. Your aunt did not make it. We have grief counseling here if you think you may need it. I truly am sorry," he said again and he walked away.

Peter glanced at the receptionist who had a very glum expression on her face as well. Mary Jane stood still, staring at the retreating form of the doctor.

"I'm so sorry, MJ." Peter said as he wrapped his arms around her. Aunt May took out her handkerchief and starting to dab her eyes on them. Two police officers started walking over to them. One of them put his hand on Mary Jane's shoulder.

"Hello, miss, My name is Officer Jenson, this is Officer Gholar." he said gesturing to his partner. "The Doctor pointed you out to us. We're sorry for your loss."

"Thank you." Mary Jane sniffed and looked up at them.

"We just need to ask you a few questions about your aunt. Would you like to follow us into the other room over here?" Officer Jenson waved his hand towards an empty room.

"I'll come with." Peter said to the officer.

"No-no it's fine, Peter." she patted his arm and then turned back to Officer Jenson. "Am I able to see her? My aunt?"

"Of course. We also need you to sign a form identifying the body."

Mary Jane nodded to him.

"Ma'am, you're the one who called the police, correct?" Officer Gholar said to Aunt May.

"Yes, that's right." she said grimly.

"Alright, we need to talk to you as well. Can you both follow us over here please?"

Aunt May nodded to him, and took Mary Jane in her arm.

"We'll be back soon Peter." Aunt May turned back at him.

"Right." Peter nodded as they all strolled away into the empty room. He walked over to the waiting room and plopped down on one of the chairs.

He restlessly kept fidgeting in the uncomfortable chair. He wanted nothing more than to be in that room right now with Mary Jane, comforting her. He tilted his head back on the chair, and eventually fell asleep.

He was woken up by someone nudging his shoulder.

"Peter, honey, wake up." he looked up as Aunt May dabbed at her eyes again.

"Wha- what time is it?" he asked as he got to his feet. He looked around and Mary Jane was standing motionlessly behind Aunt May.

"It's nearly midnight. Mary Jane had a bunch of paper work to fill out." Aunt May said to him in a hushed tone.

Peter walked over to Mary Jane and put his arm around her shoulder.

"Come on, let's get you home," he said as he pulled her towards the exit and to the car. Aunt May followed quietly behind them. Mary Jane was silent for awhile but about ten minutes into the drove she finally began speaking.

"She's gone. The last things I said to her were so cruel. I told her I'd rather be with you then live with her, because she was trying to make me break up with you. Now what am I going to do? I can't afford that place. I don't want to move back in with my parents. Who would do something like that to her? My aunt is gone, and I wasn't there to help her, what am I going to do?" she sobbed.

"Hey, hey, hey. I'm here for you remember that. We'll get through this. Don't worry okay? If you were there, the attacker could have gotten you too. You wouldn't have been able to do anything. And... you can move in with me," he said to her.

"What? Are you— you don't have to do that, Peter," she sniffed.

"I mean it. You already sleep over nearly every night. My aunt loves you." he said as he turned around to his aunt who smiled at him. "I love you. I'll help you pack tomorrow. You're not moving back to your parents house."

"He's right, you know. You're definitely able to stay with us." Aunt May added.

She managed to give them a small smile. "Thanks, Peter, Aunt May. Can we just go home now, I really want to lay down and sleep after all of this," she said as she rested her head against the window again, letting silent tears fall as he drove.

By the time they had pulled up to his house, Mary Jane had fallen asleep. Peter quietly opened up the car door and scooped her up in his arms, bringing her inside. Aunt May walked over into the living room.

"I'll be right back," he whispered to her.

He effortlessly brought her up the stairs, being very careful not to wake her. He pulled open his bedroom door and flipped on his switch, gasping as he did.

"Peter?" Mary Jane stirred in his arms. She glanced around the room in a confused state, but then saw why Peter looked so startled.

It looked like a tornado had gone through his room; his desk drawers were all pulled out at weird angles, papers were literally everywhere, some of his possessions lay broken on the floor. He set Mary Jane on her feet and made a "shh" gesture. He walked around the room and peered into his closet and bathroom, but found nobody hiding. He pulled Mary Jane into the room and shut the door.

"Okay, look, whoever did this is gone. You'll be safe in here with me. I need to go talk to my aunt. I'll be right back."

He knew Harry had done this. It was Harry who had murdered Mary Jane's aunt, and Harry had been in his room tonight. What had he been looking for?

"Peter! Shouldn't we call the police? What if this was the same person who murdered my aunt!?" she shouted.

"Shhh please. I don't want my aunt to know about this," he pleaded.

She lowered her voice but didn't back down. "No, Peter, this is serious. We could be in danger here, we need to call the police. Please, Peter."

He let out a sigh. "I'll be right back, just wait here for me. Trust me, please." he kissed her on her forehead and swiftly went downstairs, trying not to feel guilty about the scared expression on her face. She was safe, though; he knew nobody else was in the house. But how could she know that he knew this?

"Peter, is she okay? I heard yelling." Aunt May walked up to him, pulling on her fuzzy blue robe that was hanging near the coat rack.

"Yes, Aunt May, Mary Jane is okay. She's just upset, about you know."

She gave him a small, sad smile. "Now, I'll let you go back up to your room. She needs you now more than ever, Peter. I'll be all right." She brushed his hair back and they both walked upstairs towards their rooms.

Peter opened up his door and walked inside to Mary Jane sitting on his bed with her arms crossed staring at him.

"Hi," he whispered.

"You didn't tell her." she stated.

"No, I didn't. She can't know about this." Peter went over and sat next to her on the bed and put his arm around her. "Trust me on this."

"Peter, I do trust you but this makes no sense." She gestured to his room.

"Look, I have some things I need to tell you, but not tonight. Just, please give me some time. I promise I will tell you everything," he said with such desperation in his voice. When he he had said the word "promise," his voice had faltered a little bit; he hoped Mary Jane didn't notice. He did intend to tell her everything. He couldn't hide his past from her forever.

"Okay, Peter. I really wish you would tell me. You can trust me too, you know," she said as she snuggled into his chest.

He bent down and kissed her again. "Just give me a week. After we get through all of this, I'll let you know, okay? Go to sleep now, you're exhausted," he said as he got up and switched off the lights. Mary Jane moved over on the bed so there was room for him. He wrapped her up in his arms and let her fall asleep.

That night, his dreams were plagued with flashes of the goblin in the clock tower. Only this time, it was Mary Jane in Gwen's place. Mary Jane was the one who was falling to her death, Peter shooting his webbing to save her. He was about to reach her when the goblin caught up with him, stopping him from reaching her as she plummeted to her death.


	12. Chapter 12

It had been a very stressful two weeks.

Peter had helped Mary Jane make funeral arrangements for her aunt. Mary Jane's parents had stayed in Anna Watson's house for a week, helping Mary Jane get through the tough time. Madeline, Mary Jane's mother, had insisted she come back home with them. Her father didn't seem too keen on the idea, but that didn't stop him from throwing Peter disdainful looks.

After her parents left and the funeral was over, Mary Jane didn't feel like leaving the house for several days. Peter had called her work to inform them of what happened, and they said they would give her another week off because of the circumstances. Aunt May and Mary Jane had become much closer over the last two weeks. Aunt Anna had been very dear to both of them.

Mary Jane hadn't asked Peter what he was hiding from her yet. He wasn't sure how much longer he was going to be able to avoid it. He sighed, laying on his bed and tossing his beanie up in the air. Aunt May and Mary Jane were busy cooking lasagna downstairs.

His phone started to buzz on his computer desk. He didn't make a move to answer it though; the only two people he cared to talk to were downstairs.

Harry hadn't left Peter's thoughts over the last couple weeks. He just couldn't understand why Harry would murder Mary Jane's aunt. Hadn't he taken away enough from him already? He understood that Harry felt betrayed by him, but when was enough going to be enough? Why did he have to make other people suffer? Why couldn't he just come straight for Peter?

Bzzzz Bzzzz Bzzzz

Agitated, he hopped off his bed and walked over to his desk to check who was calling. It was an unknown number so he rejected the call. As he was walking back to his bed, the phone rang for a third time. He paused and hurried back to the phone to answer it.

"What!?" he yelled into the phone.

"Hey, Pete. It's me," a voice said calmly into the phone.

Peter paused before answering. "Harry?"

"Yeah," Harry answered back. Peter waited for him to continue, but nothing else was said to him. Peter's blood began to boil. Why would Harry be calling him after what he had done to Mary Jane's aunt?

"You obviously had a reason for calling me, so spit it out," Peter said gruffly into the phone.

"I need to speak to you," Harry stated apprehensively.

"Well, talk then," Peter responded.

"Not on the phone. Can you meet me?"

"Meet you? Why would I want to meet you?" Peter scoffed.

"It's important," Harry growled. "Meet me at old Times Square Fairgrounds in fifteen minutes."

"That place is abandoned, Harry. It shut down a few years back." Peter lowered his voice. "What is this about?"

"I know it is! Just— just meet me there okay." Harry paused, "Leave your pretty little girlfriend at home and you'll be back in time for your lasagna." Harry laughed as he hung up the phone.

"What the…?" Peter pocketed his phone. He grabbed his shoes and hoodie and threw on his beanie and headed downstairs. Halfway down, he paused and ran back upstairs and went to his closet.

"Where are they?" he whispered to himself. Finally he found the box that held his Spider-Man costume and web shooters. He pulled the web shooters on under his hoodie; he wanted to be prepared if Harry was up to something.

He ran downstairs again but paused at the entrance of the kitchen. Mary Jane was just putting the lasagna into the oven and Aunt May was washing some of the dishes to clear up space in the sink.

"Hey. I'm uh— I'll be right back," Peter told them as he walked towards the front door. Mary Jane shut the oven door and turned towards him.

"Where are you going? Dinner will be done soon," she frowned.

"I'm just— I have to grab something. I'm using your car, Aunt May. I'll be back soon," he said as he grabbed the keys and rushed out the front door without looking back.

He pulled into the deserted parking lot. He glanced around and saw that there were no other people other than the lone figure that was staring at the old ferris wheel.

"What do you want Harry?" Peter asked as he walked up to the spot Harry was standing. Harry had the hood of his hoodie up and was wearing his sunglasses again, even though there was no sun out.

"Peter." Harry took off his sunglasses and pocketed them looking up at Peter. Without thinking, Peter took a step back. Harry looked pretty bad. Not only were his eyes completely bloodshot, but there were bruises all over his face. There was also what looked like a slash mark under his left eye. Peter shook his head and tried to ignore this. He was too angry at Harry for what he had done.

"What do you want?" Peter repeated.

"I need your help, Peter," Harry whispered.

"My help?" Peter questioned calmly. Harry nodded. Peter nodded his head, then laughed. "How could you even ask me for my help after what you did Harry? After what you did to Mary Jane? After murdering Anna Watson? After what you did to... Gwen." Peter's voice broke. "No. No, Harry, I'm not helping you," Peter said and he turned away from Harry.

"Peter, please just hear me out." Harry walked forward, holding his arm out and then paused as Peter looked back at him.

"Fine. I'll hear you out, just to see what kind of ridiculous request you have." Peter turned back around to face Harry and crossed his arms.

Harry nodded and looked up at Peter. "We're not friends anymore, Peter. I know that. But I am sorry about what I did to Mary Jane's aunt. I wasn't exactly... myself at that time."

"What do you mean by that?" Peter asked, confused.

"The goblin took over," Harry replied.

"The gob— what do you mean 'took over,' Harry? You _are_ the goblin."

Harry shook his head. "No, Peter, he comes and goes. He is so full of anger and violence. It's because of that spider venom I injected myself with. The same venom that you have coursing through your blood," Harry spit out the last word, remembering how Peter had denied him his blood to work with.

"So that's what you did to yourself," Peter said.

"It's what you made me do!" Harry growled pointing at Peter and Peter saw the green flash through Harry's eyes. Peter didn't understand how they could have the same spider venom in them, but the results were so different.

"So what do you need from me Harry?"

"Um, I don't know, Peter, maybe you can tell me _why _I'm like this?" He gestured to himself. "Or why you aren't like me. I don't know. Something like that?"

"Harry..." Peter started. "Why would I know something like that?"

"You must have done something to stop all this from happening to you!"

"Harry, none of that ever happened to me. I got my powers and that was that. They never come and go. I still have them." Peter uncrossed his arms. Harry was starting to look pretty irritated.

"Hold that thought," Harry said as he tried calming himself down. "Maybe you can help me with something else then."

Peter started at him, and nodded his head letting him know to go on.

"Okay, ever since I was locked up in that place, my associate Mr. Fiers and I have been planning something. At first we were getting a team together to destroy Spider-Man, but then I found out you had given that up." Harry paused, glad to see the worry cross Peter's face. "Well, I have my team now. I had to…dismiss…one of them, your friend Doctor Connors." Harry grinned up at him.

"Why are you telling me this Harry?" Peter snapped at him.

"Because, Peter, dealing with a bunch of crazy people with superpowers or advanced technology might not be as easy as you think." Harry sniffed. "And we might not all agree about what our goals are."

Ah, Peter thought, he now understood where Harry had gotten all of those bruises and cuts on his face.

"So what do you want from me?" Peter questioned.

"Join us." Harry said casually.

"You want me to join a couple of super villains? Sorry, Harry, not interested in joining your little club."

"Oh, there's more than just a couple, Peter." Harry grinned maliciously as his eyes began to tint green.

"How many do you have?" Peter raised his eyebrow. This didn't sound good.

"Well, let's see. First of all, there's me. There's some guy that calls himself, Doc Ock, who has eight robotic arms. Alexsei Sytsevich, that guy you got thrown into Ravencroft, is on our team. He has a large robotic rhino suit. There's some dude that's made out of sand, which to me seemed kind of useless at first. He's proved himself though. We have a kid named Flash, has some crazy black suit that reminds me of your Spider-Man suit, Peter." Harry laughed. "Oh and get this, you remember Electro don't you? Well funny thing, he's not dead after all. And, well that's that. That's our team. Ready to join up?" Harry had a mocking grin on his face as he waited for Peter to answer.

Peter had no idea what to say. There was six super villains in the city now. The city that he was supposed to be protecting. And Electro was alive!? After everything he and Gwen had done to stop him. It was all for nothing. Then there was Flash. How could he have anything to do with these people?

"Flash is a good guy. Why has he joined you?" Peter narrowed his eyes at Harry.

"Have you not been keeping up with your local newspapers?"

"What do you mean?"

"It was all over the news that Spider-Man had killed Gwen Stacy. Spider-Man was the one who called in the police. He was the only known person at the place where Gwen died. It's pretty much a known fact that Spider-Man killed Gwen Stacy."

Peter's stomach clenched. He had not seen any of this. It was one thing for him to believe it, but for Harry to flat out say this to him had hurt, badly.

"And these—these people want Spider-Man to join them?" Peter whispered.

"Some do, some don't. Hence why I have this," Harry gestured to the cut under his eye. "on my face. Doc Ock wants to flat out destroy you. I think we could use you, though. I'm willing to put everything behind us, Peter, if you help me with this. All we want is to take back what's ours. I need full control of my company again. Doc Ock wants to continue with his work on his experiments with tridium again. The sand guy wants money to help his sick daughter. Not all of us are bad, Peter. Help me, please. I can't handle all these guys on my own," Harry added and Peter didn't see a trace of green in his eyes.

"Sorry, Harry, this isn't my deal," Peter finally said to him. He wasn't planning on joining him, but it didn't hurt to hear their plans.

"So that's it then? You're not going to help me? Again? I said I needed your help," Harry spit out at him. "How could I have ever been friends with you."

"You're asking me to join a bunch of crazy super villains and help you all with your individual plans, Harry. That sounds crazy. After what you've done, there's no way I'm helping you. I'm leaving now, okay? Stop contacting me." Peter turned around for a third time and walked towards his car. His spider-sense suddenly went off and just as he ducked, he felt an immediate pain in his neck.

"Not...again..." Peter said as his voice faltered.

"Sorry, man, but I need answers," Harry said as he hastily attached his mind machine to his palm. "I need to know how this spider venom works. I need to know how you fixed yourself. I need to know what I did wrong." Harry kept repeating these things in his head, hoping that it would lead him to the right memories. Just like before, memories swirled around him and flushed him into a random one.

Harry was in a gloomy building that he immediately recognized as his home. He saw two kids with brown hair race past him. They both looked to be about ten years old. Great, another fun childhood memory, Harry muttered to himself. I don't want to see this, I need to see the spider venom!

Seeing that the memory wasn't going to change, Harry followed the two boys through the house. As younger Harry turned a corner, he bumped into his father. Harry gasped as he saw his father standing there, healthy looking.

"Harry! What have I told you about running in this house!" his father yelled as he smacked the child across the face.

"I'm sorry father, I—I just.." Harry started to say as he brought his hand up to his cheek.

Just then, younger Peter turned the corner with a huge grin on his face and saw Harry and his father. When he saw Harry holding his cheek with tears in his eyes, his smile dropped.

"What happened Harry?" Peter bounded over to him.

"Nothing, I just accidentally hit the side of the door," Harry said.

"Peter Parker. My son didn't inform me you were here." Norman shot a glance down to his son. Harry flinched slightly.

"Oops, sorry Mr. Osborn," Peter said in a small voice.

"No worries Peter! You're always welcome in this house, I just thought Harry would have let me know we have guests." Norman walked past his son and went up to Peter. "So, Harry tells me you're taking nearly all advanced classes this year?"

"Yes, sir," Peter answered, glancing over at Harry. Harry was wiping his eyes.

"That's great Peter! You're destined for great things, you know. Your father would be so proud of you, I know I am," Norman said as he rested his arm on Peter's shoulder. "I wish I had a son just like you," Norman said to him in what was supposed to be a compliment. Peter stepped back, inconspicuously shaking Norman's hand off his shoulder.

"I think you should get to know your son better, Mr. Osborn. He really is a great person. You're just too blind to see that," Peter retorted and walked passed Norman over to Harry.

Harry didn't get to see how the rest of that memory went. In the back of his mind, he remembered that he had been sent to private school shortly after that. His father had obviously not taken Peter's advice.

The memory had faded and a new memory popped up. Harry looked around, seeing Oxford signs on the walls. He looked over and saw Peter and Gwen talking together.

"Just give me one minute. I just wanna say one thing and I'm gone. Everything's a mess. Everything's insane. My dad, my mom. Everything I thought about them? Lies. Lies. Lies, lies, lies." Peter laughed and ran his hand through his hair. "Nothing makes any sense anymore. So here we are. I gotta figure out what I'm gonna do with Harry. Of course I wanna save him. You know? I wanna save him because he's my best pal," Peter said smiling to Gwen.

"Then why didn't you!?" Harry growled out at the memory Peter.

The memory swirled away and a new one was popping up. Just one more, Harry thought. The last one he saw only lasted a minute, he could try again.

This time, the memory he was brought to looked like a subway. Peter was walking up to the train, but the entire subway was abandoned except for Peter. When Peter walked into the subway train, Harry knew it was no ordinary subway car. There were computers and all kinds of equipment inside it. This could be it, Harry thought. Peter had never mentioned this subway car to Harry. Just as Peter turned on a computer, the memory started to fade.

"No! No, no no!" Harry yelled. What was happening!?

Harry was brought back to reality and saw that Peter was coughing up blood. Harry ripped out the needle in Peter's neck and took the pad off his own palm.

"Peter? Peter!" Harry yelled as blood started coming out of Peter's nose and ears.

"Fuck!" Harry yelled, his voice laced with worry. He had been about to see something that he felt was important, and it had been taken away. That's why he was so upset, Harry told himself. He didn't care about what happened to Peter.

As he got up, though, and saw how much blood was staining Peter's hoodie and the ground around him, he couldn't deny he actually thought that Peter was going to die.

He bent down to try helping him, to do something! Just then, Harry gasped in pain. The goblin was angry with him. Red started to fill his vision and his head felt like it was being split in two. Okay, okay, okay, Harry said to himself, trying to calm the goblin down. He started backing up slowly away from Peter.

"Sorry, man," Harry said as he clicked a button on his wrist. Twenty seconds later his glider showed up and Harry jumped on it and flew away without a second glance at Peter's bleeding figure.

The pain was unbearable. Peter kept seeing all his memories flash around in his head, making it feel as if his mind was being shredded apart. That was nothing compared to the pressure he felt inside his head. He felt like his body was going to combust. He was on fire again, every nerve and tendon being scorched. He felt the needle being torn from his neck, and could hear someone talking to him, but couldn't make out the words. He faded out of consciousness.

When he woke up again, he couldn't tell how much time had passed. The area was eerily quiet. He mouth tasted like copper. He pulled out his phone and saw seven missed calls from Mary Jane. He also saw that it was nearly one in the morning! He jumped up and ran over to his aunt's car and turned it on, hastily pulling out of the parking lot.

As he pulled out of the lot, he noticed that his hands were sticky. He turned on a light inside the car and looked at his hands, which were covered in blood.

"What the hell?" Peter said out loud. Then he looked up into the rear-view mirror, with a look of pure shock on his face.

His face was covered in blood. It was then that he realized that the taste in his mouth was his blood. He looked down and his hoodie and soaked in blood. What had happened? How much blood had he lost?

He pulled to the side of the road when he got to his house and quietly walked into the alley that separated his house and Mary Jane's old house. He took off his hoodie and turned on the hose and wet the sleeve. Then he tried getting as much of the blood off his hands and face as possible. He rolled up the hoodie and headed towards the front door. There was no doubt someone was waiting up for him.

He pulled open the front door and Mary Jane was standing there, arms crossed.

"Peter! Where were you?" she said impatiently.

"Tomorrow. I'll tell you tomorrow." He almost fell over as he turned to shut the front door. Peter hadn't realized how worn out his body was. It felt like he had been up for days without sleep.

"What's wrong?" Mary Jane rushed over to him.

"Please, I just need to lay down," Peter said.

"Fine. But let me help you," she said as she put his arm over her shoulder. He didn't argue with her. He felt like he would pass out any second. When they got up to his room, she opened the door and he plopped down on the bed.

Mary Jane kissed him on the head and then laid next to him. He had already fallen asleep.

Peter opened his eyes and felt very groggy. The light in his room was coming in at an odd angle. He got up and checked his phone. It was already 3pm! No wonder the sunlight looked strange coming into his room. He went downstairs and Mary Jane was watching TV in the living room.

"Where's Aunt May?" he asked.

"At work," she said without looking at him. Peter's heart clenched.

"Please, please, don't be mad at me," he said as he walked over to her.

"Peter, you said you'd be right back. I was waiting all night. You never called or answered your phone. We were so worried. Aunt May said you'd be alright, that you used to always stay out late. But I was so worried! Then you came home and almost passed out in the hallway! What happened Peter?"

"I-I can't," he said.

"You can't tell me?! Really? Peter, you told me you would tell me today. You haven't even told me the other secret yet. I've been patient, Peter, but you can't keep these things from me forever."

"I won't." He walked over and kissed her on the cheek. "Just don't be mad at me okay?" He gave her his goofy grin and she tried not to smile back, but she could never resist when he gave her that look.

"Fine, alright. But I'm not happy about it. You slept all day today too," she pointed out.

"I know, that's weird. You should have woken me up."

"I figured you needed to sleep."

Peter stared at her. He felt bad that he was hiding all these things from her. She was being so supportive of him, and he kept lying to her.

"Let me take you out tonight," Peter suddenly said to her.

"What? Why?" she asked him.

"Well, I still owe you a dinner because last dinner didn't go so well. And I didn't come home to last night's dinner. So let me— let me take you out tonight."

"Can we go to the same place as last time? I really wanted to try out the grilled chicken with stuffed mushrooms."

"Of course we can." Peter smiled. He was glad she wasn't too mad at him. He sat down on the couch next to her and watch TV for a bit, contemplating what had happened last night.

What was that thing that Harry kept using on him? Was that whole conversation just a distraction?

"Oooh! We should stop at this episode and watch the next one after dinner! I can't believe Walt just hit those drug dealers with his car like that!" yelled Mary Jane.

Peter looked up at the TV. He hadn't really been watching it. He took out his phone, it ready 7:13pm. Where had the time gone? That machine must have really messed with his head.

Peter and Mary Jane got their stuff ready and took a bus to the city. Peter couldn't use Aunt May's car today because she still hadn't come home from work. When they got to the restaurant, Peter opened up Mary Jane's door just like last time. When they went inside, the waiter from last time was near the door and recognized them when he saw them.

"Welcome. Shall I get you two a table or should I just grab two drinks and have you guys go on your way?" he asked pleasantly.

"Oh er— sorry about that. It won't happen again. Family emergency," Peter mumbled.

"Right. Well, right this way." The waiter gestured to them and sat them down. "Two cokes again?" he questioned.

Peter nodded to him. "Yes, and we already know what we're going to order."

The waiter seemed to brighten up at this. "Of course, of course. And what can I get you two?"

"Well, she will have the grilled chicken with stuffed mushrooms and a side of garlic mashed potatoes. And I'll have... just get me the same thing."

"Right sir. I will be back shortly with your drinks."

"Maybe we can actually enjoy a meal together for once," Mary Jane laughed.

Peter reached out and grabbed her hands across the table.

"Hey, I just wanted to say that I am so sorry about last night," Peter whispered to her.

"Well, thank you," she smiled. "Just don't do that again."

The waiter walked over and set the cokes down at the table. "Your food will be ready shortly," he said and walked away again.

"I can't believe that episode we just watched!" Mary Jane gushed to Peter. "I totally thought Jesse was about to—" but she didn't continue. Instead, she was staring near the front of the restaurant with an upset expression on her face.

"What is it?" Peter said as he turned around to see what she was staring at. He saw what, or who, it was right away.

Felicia came strolling into the restaurant in a very tight, revealing black dress. She had a very smug expression on her face. A moment later, Harry walked in behind her, wearing a black suit and had his hair combed.

To make matters worse, the hostess was bringing them over in their direction. They were seated at a table a few places away from Peter and Mary Jane, and pretended not to notice them. Peter knew Harry knew they were there though. Harry had a very conceited look and shot a quick wink at Peter as they were seated.

Peter turned back to Mary Jane.

"We should go," he said to her.

"Go? Why, because of Harry?"

"Yes, let's go." Peter started to get up, but Mary Jane pulled him back down. Felicia had caught them out of the corner of her eye, and glanced over at their table throwing them a sneer.

"Ugh, I didn't know they let trash eat here," Felicia stated loud enough for them to hear, and Harry let out a quiet laugh.

"I'm not going to let them get to me," Mary Jane stated. "I just can't believe she's dressed like that, and that he's here with her." Mary Jane shook her head.

The waiter came over and set down their food. "Let me know if you two need anything else," he told them and walked away. Mary Jane began to eat her chicken, but Peter couldn't bring himself to eat when he knew Harry was staring at him a few tables away. He didn't look behind himself again and tried concentrating on something else.

"Great," Mary Jane said. Peter looked back and saw Harry was walking straight for their table. Instantly he got up and walked in front of Mary Jane.

"Whoa, what's up with you, Pete?" Harry said as he held out his hand to Peter. Peter just stared at him.

"Are you following me?" Peter asked him. Harry dropped his hand.

"Following you? Nah. It was actually Felicia who wanted to eat here." Harry smiled, then looked over at Mary Jane. "Although she does want to leave now, seeing as we are in lesser company."

"Don't talk to her like that!" Peter growled out at him. "Just leave. Get away from her."

"Peter, calm down. It's just Harry. Like I care what he thinks," she sniffed.

"Just Harry? I take it you haven't told her yet?" Harry said to Peter in a careful tone.

"Leave it alone, Harry. Just go." Peter lowered his voice. Several people had turned their heads to stare at them.

"She's not afraid of me. She doesn't know," Harry continued.

"Why would I be afraid of you?" Mary Jane asked him. "You're pathetic, just like your father used to say," Mary Jane said, unable to continue playing nice.

Harry's eyes flashed as he shot her a look of loathing.

"Because I could be your worst nightmare, little girl. I'm curious, did Peter tell you he went to see me last night? Or did he lie about that too?"

"What he tells me isn't your business!" she said as her voice faltered.

"Harry, shut up and walk away," Peter said again.

"I find it very funny that you told the other one. What made her so special?" Harry said as he walked back to Felicia. He whispered something into her ear and Felicia let out a silvery laugh and she got up from her chair, laughing as she and Harry walked out of the restaurant together.

Peter sat back down and looked over at Mary Jane.

"We should—" he started.

"I'm going home," she said to him.

"Mary Jane—"

"I'm. Going. Home." She pulled out money from her wallet and placed it on the table. Peter did the same and followed her. He wasn't exactly sure what he was going to say to her. He could tell she was angry with him. They both got on a bus that took them a few blocks from their house. She got off first and Peter followed her. They got to the house and saw Aunt May was home.

Mary Jane opened up the front door and walked inside, Peter following behind.

"Hey you two!" Aunt May said from the living room.

"Hi, Aunt May," Mary Jane said, trying to keep her voice steady. Peter just waved at her from the hallway.

Mary Jane was making her way up to their room. Peter stopped her right before she got in, by grabbing her arm and turning her towards him. There were tears in her eyes.

"Look, I'm going to tell you, okay. Just, go into the room, I'll be right there," Peter said as he placed a kiss on her nose. "I'll tell you everything."

Mary Jane nodded and Peter walked back downstairs really quick.

"Hey, Aunt May. Sorry about that," Peter said sheepishly.

"You're fine, honey," she said to him.

"I think we're going to go to bed early today."

"That's fine." She smiled at him. Peter nodded and ran back upstairs. He opened up his bedroom door, bumping into Mary Jane who was standing right near the opening.

"MJ, what's—" but he saw what she was staring at. His heart dropped.

His Spider-Man suit was spread out on his bed.


	13. Chapter 13

Harry thought he was going crazy.

The constant arguing was making his head throb. The Sinister Six, as Doc Ock called them, had a meeting tonight about the location of Spider-Man. He walked over to the window slit and peered out into the night. The fog on the river was illuminated against the dark sky. The abandoned fairgrounds warehouse had made a good meeting place for the lot of them. The smell of nail polish filled his nose and he whipped his head around.

"Felicia, do you really need to be doing that in here? My senses are going haywire right now." Harry scowled. Felicia was sitting on top of a desk painting her finger nails black. She was wearing a black dress that was mid-thigh length, and black boots with heels.

"Well, Mr. Osborn, you have me doing so much extra work these days, when else do I have time to pamper myself?" she asked with a frisky smile.

"Harry. Just call me Harry." He shook his head. He looked up at the upper level of the warehouse to see that Doc Ock was still arguing with the Rhino, Sandman, and Venom. The Rhino thought it would be a great idea to just go out in the open and cause as much chaos as possible to get Spider-Man to come out again. He was all about destruction and guns and blowing up things. The Doc agreed with him for the most part, but he wanted more time to plan and talk things through.

A loud bang caused Felicia and Electro to look in the area Harry was watching. The Doc had Alexsei pinned up against the wall with one of his robotic arms. Felicia shrugged and started to blow on her nails, while at the same time throwing Harry inviting looks. Electro had looked up at the scene, and back at Harry as if awaiting his command. Harry just shook his head slightly and leaned up against the side of the warehouse wall. Electro nodded and relaxed his body.

Out of everyone in this building, Felicia and Electro were the ones that he felt he could trust the most. They were the loyal ones, the ones who saw Harry as the leader of this little band of supervillians he had put together. Ever since he had helped him escape Ravencroft, Electro seemed to always linger around him. Harry had no problems with this, but sometimes hearing him talk to himself and curse Spider-Man under his breathe would make Harry go a little stir crazy.

Another loud bang caused Electro to tense up again.

A moment later, Alexsei came swaying down the stairs. He had a dirty white towel over his nose that was quickly turning red. Apparently Doc Ock had smashed his nose in, which would make it the fourth time he had done this to him since they had all gotten together. It appeared the Doc had a bit of a temper problem; whenever his leadership got questioned, he turned jealous and violent. The last meeting hadn't gone so well, and the Doc had cut open Harry's face with one of his robotic arms. Harry, not wanting to cause more tension within the group, had shrugged it off for now.

"That octopus man no good!" Alexsei yelled when he realized that they were all staring at him. "I want fight! He just want time and words. It no good!" he tossed the dirty towel on the floor and walked towards the front door. "Next time we have meeting, I want action or else I leave and do my own work!" He slammed the door shut. Felicia rolled her eyes, causing Harry to smirk.

"I'm still unsure as to why Mr. Fiers recruited him," Doc Ock said slowly as he descended down the stairs, followed by Sandman and Venom.

"He was quite eager to join us. At the time, we didn't have many options. Plus, he was stuck with me in that godforsaken prison," Harry spat.

He didn't like Alexsei, but he sure as hell would take his side over Doc Ock any day. Doc seemed to think he was the leader of The Sinister Six, even though it was Harry who was funding the whole thing. He had supplied the robotic arms for Doc Ock, his Oscorp technicians had allowed Flash to experiment with the Venom Symbiote and given Alexsei the Rhino mech suit, among other miscellaneous tasks they were doing. Doc Ock had made it clear from the beginning that he would be in charge because his goals were the most important, and apparently he had 'great leadership skills.'

Doc Ock surveyed Harry for a moment, causing Electro to step forward in front of Harry. The Doc's eyes flashed quickly to Electro and back again to Harry. He must have decided it wasn't worth the fight. He began speaking again.

"Now that Alexsei has decided to leave the meeting before it is over, he's going to miss what I have to say. He will probably be disappointed he left, in the end." he paused to adjust his glasses. "I understand that Spider-Man hasn't been seen for several months now. I also understand that some of you don't see him as a threat anymore—" He glanced at the Sandman. "—but know this. Before any of us is able to meet our goals, _Spider-Man must die._"

"That _is _my only goal. I want to kill Spider-Man. I don't want or need anything else," Flash said as he began tossing his hacky-sack up into the air. "Maybe, if you let me put on the Venom suit again, I could go get some actual work done."

"You know as well as I do you cannot remain in that suit for longer than 48 hours. If it is not necessary, you will not wear it. We can't risk the suit permanently bonding to you," Doc Ock sneered at him. "And if this truly is your goal, you have been doing an immensely poor job at FINDING OUT WHO HE IS!" he growled. Harry was taken aback at Doc Ock's outburst because Flash seemed to be his favorite of their group.

"We're all trying," Flash said flatly.

Doc Ock stared at him for a moment and nodded his head. "I think we all need to be a little bit more serious about this issue. If Spider-Man decides to show himself during the middle of what we're all trying to do, he could ruin everything. I am not willing to risk that, but if—"

A shimmering laugh rang through the warehouse. Everyone turned to the sound of the noise, which they came to realize was Felicia.

"You really think Spider-Man is a problem to you all?" she chuckled.

"One would be foolish to not even consider it," Doc Ock replied slowly.

"Spider-Man is a worthy opponent," Electro stated.

"Do not compliment that murderer in front of me," Flash gritted his teeth.

Harry shifted his weight slightly. He thought he saw Electro glance in his direction, but he was hoping his fidgeting went unnoticed.

The Sandman took a step forward towards Flash. "You want revenge against Spider-Man for killing your friend. Glenda, was it?" he asked.

"Gwen. He murdered my friend, Gwen Stacy." Flash kicked an old piece of plywood out of the way, "I can't believe I ever looked up to that guy!"

"If revenge is all you're looking for, kid, you may as well walk out now. Killing Spider-Man won't get your friend back," Sandman told him.

"Now, don't go putting those kind of ideas into the kid's head." Doc Ock gave him a warning look. "Besides, he's already indebted to us for the venom symbiote. He can't just walk out now, not that he wants to."

"I'm not a kid. And I know what I want. A life for a life," Flash said to Sandman, who didn't answer him back.

"Now that that's out of the way," Doc Ock said, annoyed at all the interruptions, "I have one task for you all." He paused for dramatic effect. "Find out who Spider-Man really is."

Felicia let out a small laugh and Harry's head quickly turned in her direction. He gave a miniscule shake of his head when they made eye contact. She must have got the hint because she didn't speak after that.

"How are we supposed to do that if we can't even find Spider-Man himself?" Electro asked. "How can we know his identity without finding him?"

Doc Ock gave him a small shrug. "Well, Max, that is for you guys to find out. First person who can give me information on Spider-Man's identity can have the first chance to end him after we're through with him."

Murmers of agreement rang through the warehouse as everyone, excluding the Sandman, thought that it would be an honor to kill Spider-Man themselves. Felicia flashed Harry a knowing smile, and he gave her a false one back.

"We will meet here again three Sundays from now. I expect either the identity of Spider-Man, or we need Spider-Man to come out of hiding so we can get to him. Remain low on the radar." Doc Ock told them. "And here kid-" his robotic arm pulled out a silver package from behind his back and he tossed it to Flash, "use it wisely. If you find any clues on Spider-Man or suspect you know where he is, use the suit. Capture him. Do not kill him, yet. Got it?"

"Yeah. I got it," Flash said, smiling at the package that contained his suit. He ripped it open and tossed the packaging onto the floor. Sandman took a few steps back away from the black suit that seemed to pulse in Flash's arms.

"Great. You're all dismissed," Doc Ock said as his robotic arms carried him out of the warehouse. The Sandman turned himself into a sandy gust of wind and flowed away into the night. Flash took his suit under his arm and raced out of the warehouse.

Felicia skipped over to Harry and put her freshly painted fingernails on his arm. "I guess I'll see you later, Harry." She winked at him before running out of the building. Harry was about to follow, but noticed that Electro wasn't leaving.

Electro was hovering in the air behind Harry, looking as if he was contemplating something. "You know something that we don't," Electro finally said to him.

"I do," Harry replied. He hadn't lied to Max before, and he wasn't going to now.

"But you're not going to tell me, are you?" Electro said, already knowing the answer.

"No, Max.. Not yet anyways," Harry said, looking up at him.

Electro nodded and disintegrated into the air, leaving Harry alone with his thoughts.

Harry pressed a button on his wrist, and hopped onto his glider when it came soaring over to him. The night was young, but he decided he was going to go back home and get some much needed sleep.

On his way home, he spotted several police cruisers with flashing lights speed through the streets. Crime had gone way up since Spider-Man had stopped saving the city. Not that he cared.

He shook his head and laughed to himself. Earlier in the day, Mr. Fiers had informed Harry that Peter and Mary Jane were heading out for the evening and had been able to give him the exact location and time. After he had had a little fun with them at the restaurant, he had raced to Peter's home to cause even more chaos in his life. It was the little things in life like this that Harry loved.

He just wished he had been able to see the looks on their faces when Mary Jane had seen Peter's Spider-Man suit lying on his bed.

A gunshot from somewhere below momentarily startled him, causing him and the glider to pause in the air. A scream followed shortly after. Harry sighed and, without a second glance, continued on his way home.

What do I care about what happens to these people? He thought to himself. Not like any of them have done anything for me anyways. Besides, the goblin has killed people before. He's just as bad as whoever is using that gun right now. They wouldn't want help from a murderer.

_WE have killed people, Harry, _the goblin growled inside Harry's head. _And you enjoyed it. We enjoyed it._ Harry could picture the goblin grinning maliciously at him.

Harry's cell phone began to ring and he answered it, hoping to drown out the goblin.

"What's up?" Harry said calmly into the phone, knowing exactly who was calling him.

Felicia's voice rang into his ear. "I'm at your place, where are you?"

"Give me two minutes," Harry said and ended the phone call.

Harry discreetly went into his mansion's cellar where he stored the glider and took off his suit. As he walked out, he set the alarm and made his way upstairs to his room. The second he opened his bedroom door, Felicia was in his face.

"Why?" she said to him with her arms crossed.

"Why what, Felicia?" Harry asked her, as he went over to his dresser and pulled out a bottle of scotch. He picked up two glasses, poured some scotch in both of them, and walked over towards her, holding out a glass.

"Why aren't you telling them who Spider-Man is? You know who he is," she said as she accepted the glass.

"I know that I know who he is, Felicia," Harry said as he downed the whole glass in one gulp, and then walked back for a refill.

"So why not say anything? Does Peter Parker really mean that much to you?" she pushed. "I thought you were going to tell them earlier when Doc Ock requested any information on his identity."

"Peter Parker means absolutely _nothing _to me," Harry said as he downed a second glass, already pouring his third. "It's always better to be a few steps ahead of everyone else. I know information they don't, valuable information." he added.

"But from the beginning you've wanted to kill Spider-Man. Why isn't he dead yet?"

"Because I want to make him suffer," Harry stated matter-of-factually.

"So, why isn't _she _dead yet?" she gave him a teasing smile as she sipped on her scotch.

"She will be, in due time. Where's the fun in killing everyone he loves all at once?" Harry said as he walked up to Felicia. "Once he starts getting over one of his loved ones, I take another away."

"And when he has nobody left?" she asked, biting her bottom lip.

"That's when I end him," Harry said, as he leaned towards Felicia, as if to kiss her. "Now leave, I'm tired." Harry grinned at her.

"You're missing out then." She smiled and shrugged her shoulders.

"I'm not missing out if it's something I've had before." He winked at her.

Felicia playfully nudged his shoulder. "Ouch, Mr. Osborn. I think I'll take my leave now," she said as she left his bedroom.

Harry sighed and fell onto the bed. He knew he was, in a way, lying to Felicia, but she couldn't know what was running through Harry's head.

His body felt exhausted but his mind was awake. He put his hands to his head and pressed his eyes. He felt as if he had a constant headache these days. In his head, red and black kept flashing vividly. The goblin was bored and wanted out. When the clawing sensation began, Harry relaxed his body and breathe slowly. Slowly, the red began to fade and the clawing stopped. Harry smiled to himself; he was getting better at keeping the goblin out.

He peered down at the palm of his hand, which looked irritated from the use of his memory machine. He remembered how Peter had looked when he left him there, coughing up blood and bleeding from his nose and ears. When Mr. Fiers had called to inform him Peter had made it home, Harry had let out a sigh of relief.

Harry growled to himself. He wasn't happy with the thoughts he had been having lately. Peter Parker had betrayed him. He was never his friend. He was a selfish person. Yet, in the memories of their childhood, Peter and he seemed to be best friends. When Harry had moved, he had buried everything from his past, trying to forget it all. It was surreal seeing the same memories but from a different point of view. And then when Peter was talking to Gwen at the Oxford building, he had seemed sincere about wanting to help Harry. He had even referred to him as his "best pal."

Why did it have to be so confusing! It was much easier months ago when all Harry thought about was getting revenge on Peter. But now, when he thought of his childhood friend dead and lifeless, he had a lump in his throat. He didn't think he could truly kill his former best friend. But it wasn't as though he could just walk up to Peter now and tell him how he felt. He had killed people. He had killed people that Peter was close to, and he would never be forgiven for that.

There was no choice now. No matter how he felt, it wouldn't make a difference. With the team that he himself had assembled, somebody was going to kill Spider-Man.


	14. Chapter 14

Peter slowly shut the bedroom door behind him.

Mary Jane didn't take her eyes off of the suit. A thousand things raced through Peter's mind. He felt panic and relief at the same time. He didn't make a move towards his girlfriend; he wanted her to get her thoughts in order before he said anything.

Finally, after what seemed like hours, Mary Jane spoke.

"I am... confused." She looked up at him.

"Well, I think the Spider-Man suit laying across our bed kind of gives it away." Peter let out a nervous laugh and ran his hand through his hair.

"So that's the real suit then?" she asked in a shaky but curious voice.

"Yup." He made the "p" pop.

"Okay," she said as she moved the suit and sat down on the bed. She took the mask in her hands and stared at it.

"Does that bother you?" Peter asked.

She shook her head. "I can get over the fact that you're Spider-Man, Peter, but what I can't figure out is why have you stopped?"

Peter walked over and ruffled up her hair, earning a miffed look from Mary Jane. "So, you can get over the fact that I am basically a human-spider mutant, but you're confused about why I stopped being Spider-Man?"

"Well, yeah. My aunt always—" She paused and looked away from Peter for a moment. "—she always spoke highly of him. About Spider-Man. How he was the best thing that ever happened to this city. People always looked up to him. And then I find out that you— you're Spider-Man, and it doesn't make sense to me. Why would you, Peter Parker, the best person that I have ever known, give up something that helped people so much?" she asked, looking into his eyes.

"Not everyone thinks that greatly of Spider-Man, you know," he whispered as he intertwined her fingers with his.

"What do you mean?"

"You've read what the papers said, right? About... Gwen?" He was surprised to find that he could actually say her name without flinching. More relief swept through him.

"You actually care about what the paper says about you?" She raised an eyebrow at him. "Everyone knows that Spider-Man had nothing to do with what happened, Peter. Ever since then, there have been paper after paper talking about how the city needs Spider-Man." She shook her head. "And this whole time you've just been in this house, sulking."

Peter quickly looked up at her. "I'm not sulking. I just— I gave up being Spider-Man."

"But why? It can't have been just because of a newspaper."

Peter took his hand out of hers and stood up from the bed.

"It's because— because I blame myself for what happened. The night that Gwen Stacy died, a part of me died too."

Mary Jane nodded to him. "What happened that night Peter?"

He shook his head at her. "I can't, MJ."

"You can trust me. You said you would tell me everything. I won't judge you, I just want to understand you better." She hopped off the bed and walked up to Peter, rubbing his arm.

He sighed and turned to her. "Gwen and I, we had just finished off Electro—or so I thought because apparently he's still alive—when Harry showed up."

"Harry Osborn?" Mary Jane questioned.

"Mhm. Except, he had changed. He wasn't Harry anymore. He was something much worse. And it took me until very recently to find out what exactly had happened to him." He shuddered.

"What happened to him?" Mary Jane tried not to sound too curious.

"He injected himself with the spider venom that I have inside me. He was dying. It was from the same disease that killed his father. He had it in his head that my blood, that Spider-Man's blood, would help him. When he asked Spider-Man for his blood, he—I, denied him. I wasn't sure what it would do to him. I wanted more time to research it. When he showed up that night and saw Spider-Man with Gwen, he put two and two together and knew it was me." Peter shook his head. "My 'betrayal,' I think, is what really set him off. He was so angry and hurt that I had betrayed him that he took Gwen and flew over the clock tower. I tried reaching them, I begged him to let her go and to fight me, so he dropped her. We both fell through the top of the tower and Harry continued to fight me. Gwen got knocked off of one of the gears and I shot a web out at her and she caught it. Harry wouldn't give up. The gears jammed up and—" He choked out a sob.

"It's okay, Peter," Mary Jane told him and she stood up on her toes to kiss his forehead.

"I failed her, MJ. She was so sure that I would save her, but I didn't. My webbing snapped and she fell to the ground and hit her head. I knew she was gone, but I couldn't accept it. She was... everything to me. After that night I didn't have it in me to continue being Spider-Man. I had let the one person who believed in me so greatly, die. To make matters worse, before all this happened, I had promised her dying father to stay away from her to keep her safe, but I didn't. I went back on my promise because I'm a selfish person, and Gwen is dead because of that." Peter felt a huge load lift off of his chest being able to say all this to another person.

"No, Peter. That was in no way your fault, you have to realize that. Harry killed Gwen. This is all his fault. I can't believe Harry— Oh my God and I— we—" She had a look of revulsion on her face. "We all used to be such good friends. How could Harry do something like that?"

"There's something else I need to tell you about Harry," Peter whispered suddenly.

Mary Jane gave Peter an inquisitive look.

Peter opened his mouth but no sound came out. How was he going to tell her that Harry was the one who killed her aunt? He had promised to tell her everything and that was what he was going to do. He took a big breath and tried again.

"There's no easy way to tell you this, MJ. But... Harry Osborn is the one who murdered your aunt."

"He— Harry!?" Mary Jane shouted. Peter nodded and went to pull her towards him, but she pushed him away. "No this— I cant believe this! Why would you keep this from me, Peter!? Where is he right now? Why isn't he in jail!?" she shouted.

"MJ, please, my aunt can't know about any of this. I'm asking you in the nicest way possible, please keep your voice down," Peter begged.

"Peter! He killed my aunt. Why my aunt? What did she have to do with anything?" Mary Jane started to cry.

"I'm not exactly sure about Harry's way of thinking, MJ, but I know it all comes down to hurting me in any way possible. That's why I don't want him near you. I can't lose you too," he said as he tried to hold her again.

"Where is he? I'll kill him, myself," Mary Jane said as she picked up her jacket and started to pull it over her arms.

"MJ, wait. Revenge won't help. It will just eat at you until there's nothing left. Also, Harry is a deranged murderer and I don't want you anywhere near him."

"Why didn't you tell the police?" she hissed at him.

"He was already in prison once. He got broken out. Jail won't hold him," Peter said emotionlessly. Mary Jane looked livid and he was hurt that some of it was directed towards him. He wasn't sure what to say to her.

"You need to be Spider-Man again," she said impassively.

"What?" Peter said taken aback.

"If you were Spider-Man, maybe this wouldn't have—" But she stopped when she saw the look on Peter's face.

"You blame me," he said in a flat tone.

"Peter, no, I didn't mean that," Mary Jane said as she strode over to him. She took his face in her hands and looked him straight in the eye. "I would never in a million years blame you for something like that. I love you." She kissed his nose and dropped her arms to her sides. "I just meant that people need Spider-Man. You don't realize how many people you save."

"You really think people need Spider-Man?" Peter said slowly.

"Yes. I don't think you realize what kind of effect your absence has had on this city, Peter," Mary Jane said as she brushed his cheek.

Peter let out a content sigh. "I want to be Spider-Man again. I've had a lot of time to think about it, I just wasn't really sure if it was the right thing to do. But if you support me on this, that makes the decision so much more easier for me."

"That's good, Peter," she said to him and then suddenly, mischievously, smiled at him. "So how do I know that you're really Spider-Man and not just pretending?"

Peter raised his eyebrow at her and suddenly he wrapped his arms around her and jumped backwards across his room onto his bed, cradling her above him as he landed on his back. The look on her face was priceless and Peter let out a laugh as she playfully pushed herself off of him. He sat out up straight and grasped her in his arms again.

"That. Was. Not. Funny," she said as she kept playfully batting away his arms.

"Aw come on, it was a little bit." He grinned. "Come here." he said as he held out his arm to her.

"Why, are you going to launch us across the room again?" she teased, narrowing her eyes at him.

"No, I just really want to kiss you right now. You're cute when you're annoyed."

"Whatever, Peter." She rolled her eyes at him, but snuggled up on top of him, hiding her face in his hoodie. Out of nowhere, Peter swiftly rolled himself out from under her and bent down over her and quickly kissed her on the tip of her nose.

"Gotcha." He smirked. Mary Jane suddenly moved forward and pecked him on the lips, then pulled away, biting her lip.

Peter eagerly pressed his lips back to hers. She returned the kiss, her hands gripping the back of his hair.

"Hey there, tiger," she murmured into his ear. Peter looked down at her and she raised her eyebrows and shot him a suggestive smile. Suddenly, they were undressing each other, trying to maintain their kiss. Peter wrapped his arms around her waist and Mary Jane peered up at him as her back was pressed against the mattress. She bit her lip and went in for another kiss. In this wonderful moment, everything was right in the world.

* * *

Peter opened his eyes and had to immediately shield them as the morning sunlight seeped through his windows. He looked down and saw that Mary Jane was huddled up next to him, still asleep. Very carefully, he crawled out of their bed, gently laid a thin blanket over her exposed body, and kissed her on the forehead.

He quickly pulled on a pair of jeans and a black t-shirt and went downstairs to the kitchen. The TV in the kitchen was still on, but Aunt May had already left for work he realized. He didn't realize they had slept-in that long. He shrugged as he grabbed a pair of spoons, two bowls, cereal, and milk. As he poured himself and Mary Jane a bowl of cereal, the WABC-TV New York News Channel was interviewing a young woman about how she had been robbed last night. Apparently, her Louis Vuitton bag and Prada Aviator Sunglasses had been stolen from her by a women who had been wearing a tight black leather suit. Peter half listened to the woman and the news reporter.

_"... is more crime in this city than ever before. Ever since Spider-Man has disappeared, there has been an increase in crime by nearly 70%. Citizens of New York City fear they may never see the wall-crawler again."_

Peter quickly shut off the TV. Today would be the day that he would bring back hope to this city. He began walking back up the stairs to his room, balancing both bowls of cereal in one hand and searching through his phone in the other. When he pulled open his bedroom door, Mary Jane was sitting on the bed in one of his blue t-shirts with a huge smile on her face.

"Hey there, doe eyes," Mary Jane giggled as he nearly spilled the cereal bowls.

"Wha—what are you doing up? I didn't wake you, did I?" he asked as he set his cereal bowl down on his desk.

"No, my phone started to buzz, actually. My work expects me back later this afternoon," she said as she got up out of bed. "Did you make me breakfast?"

"Yup, my specialty: Lucky Charms." He handed her the bowl. "And I think it's great if you go back to work. It's kind of ironic they picked today to call you."

She finished chewing her spoonful of cereal before responding. "How is it ironic?" she asked, taking another spoonful.

"Today's the day we both go back to work."

Peter smiled as he saw her confused expression turn to excitement.

"Peter! That's great!" she yelled as she set down the bowl and leapt over to him, pulling him into a tight hug.

"I'm glad you think so." He looked down at her admiringly. He felt like the luckiest guy in the world right now. She peered up at him and the look in her eyes was full with adoration. Suddenly, Peter's expression went serious. "Look, MJ, if I'm going to be Spider-Man again, I have to be much more careful with you, okay? I'm not sure who Harry's told about my identity yet, but I'm sure he hasn't kept it a secret."

"I trust you, Peter. I know you won't let anything happen to me." she picked up her cereal bowl again and plopped on the bed.

"I won't. I won't let anything bad happen to you. You mean to much too me," he said with desperation in his voice.

A few hours passed and Peter decided to try out the suit for the first time in several months. He felt a sense of relief as he slipped on the suit, and the urge to swing through the city was stronger than ever.

"How do I look?" he joked as Mary Jane entered the room.

"Ooooh, very sexy." Mary Jane walked up to him. "This is so surreal. Actually seeing you in the Spider-Man suit," she said as she ran her hand down his chest.

"Maybe later tonight when you're off work, I can take you for a swing in the city?" Peter asked as he slipped on his mask.

"I might just like that," she laughed as she went to the closet. "I have to go now, though, so I'll call you when I'm off." She put on her heels, gave him a kiss on the cheek, and hurried out the door.

"Well, here we go," Peter said to himself as he opened up his bedroom window and swung out towards the city.


	15. Chapter 15

Peter Parker had a huge grin under his mask.

He was swinging through the city in complete euphoria as the brisk wind rushed past his face. He had already stopped two gas station robberies and three muggings in the last couple hours alone. The cheers in the crowds of people as he swung past the buildings gave him an intense elated feeling.

Dusk was beginning to set over the city. Peter was about to do another sweep through the city when his cell phone began to ring. He pulled it out and saw Mary Jane was calling him.

"Hey, beautiful." he answered.

Mary Jane laughed into the phone, "It sounds like you're in a wind tunnel."

"I'm just having one last swing through the city. You home yet?"

"Yes, I'm home. Aunt May is too. I'm kind of bummed out though," she said in a dull voice. "Are you going to be home soon?"

"Yeah. Yeah, what's wrong?" he asked as he turned around and headed home.

"Well, it's not a big deal, and I guess I can't blame them. I missed the main auditions for this new play called _Dream in a Midnight Meadow_, and now I'm basically going to have one of the smallest parts, that way I won't have to memorize as much since tickets begin selling next week."

"Okay, well, I'm on my way home. Maybe we can watch more of that show you like so much, uh the one with the two drug dealers? And I'll—I'll pick up a pizza on my way home!"

"Sounds good, Pete. Love you, see you soon," she said and hung up the phone.

Peter landed in an alley behind Ray's Pizza Place, quickly put on his clothes over the suit, and put his mask in his pack. He hurried inside and ordered a large pepperoni pizza to go; he had come here once before and liked that the pizza was usually a ready-to-go place. He wrinkled his nose at the greasy smell of the pizza joint. The employee, his name tag read Kevin, informed him it would be ready in a few minutes, so he nodded and stood over by the wall to wait.

The door chimed, signaling someone else walked in, and Kevin let out a bark-like laugh. Peter looked up and was alarmed to see Flash walk through the door.

"Well, well, well, if it isn't my nephew, Flash!" he greeted warmly as he stepped around the counter to pat him on the shoulders.

"Hey, Uncle Kev, just came in to grab a bite. You still have those big slices I like?" he asked.

"Of course! Of course, just hold on I'll go grab one for ya, and it's on me," the larger man said as he hurried to the back room. Flash called out a thanks to him, and then turned around to wait at the table, when he saw Peter.

"Parker?" Flash said as he walked up to him, not noticing how tense Peter got.

"Hey, man," Peter answered. What was he playing at? Peter was sure Harry would have told the others Spider-Man's name by now. Out of all of them, Flash would have known who he was. Or... had Harry not said anything?

"What are you doing here? You work out here or something?" Flash held out his hand to shake Peter's. Peter didn't detect ant signs of hostility; he just seemed like the same old Flash from high school. With a moment's hesitation, he shook his hand and smiled.

"Nah, I'm just picking up some dinner for—for my aunt and I."

"Cool." Flash nodded his head as his uncle came shuffling back from the back.

"Here you go!" the man handed him a plate with an oversized slice of cheese pizza. "Did you hear the news today?"

"What news?" Flash asked as he took a huge bite of the pizza.

"That spider guy you idolized is back. Just saw it on the news about an hour ago. People all over the city reported seeing him!" Kevin said with a smile on his face.

Flash suddenly had a resentful glint in his eyes as he swallowed his bite of pizza and set the plate down on a table. "He's back? You're sure?" he said through narrowed eyes. Peter started to pick at his finger nails.

"Yes, yes I'm sure!" he said as he disappeared back behind the counter again. Flash stood there in place with his fists clenched, a pensive expression on his face. Peter noticed Flash's hand twitch for the black canvas bag he had been carrying, but it stopped when Flash looked up at Peter.

"You okay man?" Peter asked, raising his eyebrow.

"Uh-huh," he nodded. "It was cool seeing you again Parker." Flash strode out the doors, leaving his plate of pizza behind him.

Kevin came back a moment later with Peter's pizza, only to find the place empty.

Peter ran back into the alley and threw his clothes inside the pack he had left there. This was his chance to find out what Harry and the others were up to! He quickly grabbed the bag and scaled the back of the building, searching for Flash.

He kept a safe distance away, staying in the shadows so Flash wouldn't notice him. He seemed to be going further and further away from the main part of the city. Peter began to doubt what Harry had told him. Maybe it had been another one of his tricks to distract him, he thought. Flash finally stopped and ran into an alleyway. Peter looked around and saw that he was, once again, in the run-down part of the city. Half the buildings and houses here were abandoned, shabby and covered in graffiti.

Peter leaned over the top of a deserted apartment building and saw Flash open up his bag to pull out what looked like a large glob of tar. Then, he seemed to be letting the tar slide down his arms. No, the tar was crawling around his arms, Peter realized in shock.

"What the—" Peter whispered. He continued to watch, mesmerized as the black tar-like substance slithered around Flash's body, who wasn't resisting in any way.

As the gooey substance began to engulf his head last, Flash dropped to his knees and covered his head with his arms. Peter watched in horror as his whole body seemed to bulk up, and claws began to form.

The creature tilted it's head back, revealing a set of razor sharp teeth, and let out a loud, animalistic screech. No human can make a noise like that, Peter thought.

The creature got up and ran around the corner of the alley. Peter dropped to the ground and raced after it. When he turned the corner, the creature was already gone. Peter scaled a building to get a better view. How could it have disappeared so quickly?

As he was about to make his last jump to the top of the building, a solid black mass crashed into him, stunning him momentarily. He shot out a web at the building and reattached himself to the side, quickly looking around.

"So much for my spider sense." Peter rolled his eyes. Of course it would fail him at this moment.

The creature began to descend from the top of the building, using a webbing similar to his, except it was black and damp-looking. The creature gave him a savage smile and ran its black tongue over the enlarged sharp teeth.

"Spider-Man." The creature gave a guttural growl.

"Well, _that's _original," Peter remarked as he scrutinized the suit. "And, you are?"

"Call us, Venom!" he screeched and lunged for Peter. Peter jumped out of the way and landed on the building right across the street.

"Us? Sounds like you guys have some kind of identity problem to deal with?" Peter said as he leapt out of the way a second time, narrowly avoiding a brick flung at him. Venom screeched again and swung towards him, just as Peter jumped to the other building.

"We're really not going to do this all night are we? Just tell me what you want," Peter said as he faked a yawn, causing Venom to growl.

"Revenge, Spider-Man!" he hissed through his teeth.

Peter paused for a moment. "Revenge? What are you talking ab—" but he was cut off when Venom shot his black webbing at him, sticking one of his arms to the wall.

Peter frantically tried to pull the webbing off, but this stuff was sticky and he had to peel it off in globs. Venom smugly swung over and landed next to Peter on the side of the building. His teeth were dripping some sort of black liquid.

"Now, I have my orders to bring you in alive..." Venom began. Peter tried to kick him but Venom shot his webbing and glued both of his legs to the wall as well. "...but I don't think they would mind if I brought you in a little... damaged." He held out his hand a couple feet from Peter's face, and he watched in dismay as Venom's claws began to lengthen.

"What have I done to you? What revenge are you talking about?" Peter questioned, trying to stall him.

"You murdered a friend of mine," Venom snarled.

Peter's thoughts went darting around his mind. What was this guy talking about? Then all thoughts halted as he came to the dreaded realization of who he was talking about.

"Gwen. You think I murdered Gwen," Peter spoke faintly.

"I know you murdered Gwen!" Venom roared as he plunged his claws into Peter's abdomen, causing Peter to yell out in pain.

With his free hand, Peter attempted to pull out Venom's hand, but to no success.

"I didn't murder Gwen," Peter gasped. The pain in his stomach was agonizing and he wondered if the claws had punctured any of his organs. "Please, you have to listen to me, Flash." Peter's head started to droop as he began to lose consciousness.

Venom ripped out his hand from Peter and wrapped it around his neck. "What did you just call me!?" he roared.

Peter slowly raised his head to look up at him. He thought he saw a green object quickly approaching them in the sky, but before he could say anything, an ear-piercing, high pitch noise rang out around them causing Venom to snap his his backwards for a split second before they were both blinded by a bright light and everything went black.

*SLAP*

Peter woke up with the side of his face stinging. He tried focusing his eyes, but the pain in his abdomen instantly came back and he squeezed them shut.

"Well, that woke you up," said a feminine voice in a sardonic tone.

Peter opened up his eyes again, focusing on the figure in front of him. The women was dressed in tight black clothing and was wearing a thin black mask.

"Who...are you?" he managed to stammer out. "Wait, where's Venom?"

She let out an airy laugh. "I'm the person who got assigned to spider-sitting duty for tonight. As for Venom, my... friend is dealing with him right now."

Peter sat up and realized they were in what looked like an abandoned building. The woman in front of him grimaced as she looked down at him.

"So, who are you? Who's your friend?" Peter questioned.

The woman crossed her arms. "You're an inquisitive individual, aren't you? Of course I don't even get a thank you for saving your sorry ass. I told him this was pointless." She shook her head.

"So... your friend is a guy then?" He attempted to grin, but his face contorted in pain as he tried to stand up.

"Easy there, brown eyes." The women took a step forward as if to help him, but seemed to rethink it and quickly stepped back.

Peter's eyes widened as he realized what she had said to him and he instantly brought his hands up to his face. "Where's my mask?" he seemed to forget the ignore the pain as he got to his feet. This wasn't good. He couldn't have more people knowing who he was.

"Calm down, it's right here." She tossed the mask over to him. He swiftly caught it and, giving her an annoyed look, pulled it over his face.

"Why was my mask off?" he asked as he began to check his abdomen. His suit had tears in it where Venom had pierced him with his claws. He saw that the wounds themselves had been bandaged. "Did you take off my _whole _suit!?" Peter yelled indignantly.

She gave him an amused look and raised her eyebrow. "You got shish-kabobed by a superior version of you, had an explosion go off a mere ten feet from you, had your head smashed into a brick wall, and then fell forty feet into an alleyway. You're seriously worried about what I saw under your suit?"

Peter gave her an impatient look and she let out a snort.

"Relax, web-head. I removed your mask to make sure the back of your head hadn't split open when it hit the brick wall and I only pulled your suit down far enough to wrap you up so you'd stop bleeding everywhere. I don't think there's any internal damage, but hey, I'm no doctor. Besides, you'll heal up in good time," she said matter-of-factually.

"Well... thanks," he said stubbornly.

Suddenly, "DLZ" by TV on the Radio began playing. The woman took out her cell phone.

"Well, this would be my friend. Don't go anywhere," she instructed as she answered her phone.

Peter raised his arms in frustration and then let them fall to his sides.

"Hey. Yeah. Uh-huh. Where are you? Okay. Yup, bye." She shut her phone.

"So, who's your friend? Why did you two save me, and how'd you know I was there?"

She sneered at him. "Like I said, you're pretty nosy. He specifically told me not to mention his name." She shrugged and then turned to leave but paused mid-step and turned back to him. "But... I guess you could always put two and two together." She pulled out something from her pocket and had it clutched in her grip.

"Am I allowed to ask what that is?" Peter questioned sarcastically.

She gave him a fake sugar-sweet smile. "Of course you are. These—" she held up her hand, "—are your web shooters." Peter instantly checked his wrists and, sure enough, both of his web shooters were gone. "And if you have any chance of catching me, you'll need these," she said as she threw them as far as she could.

Peter immediately ran after them and the woman took off in the opposite direction, calling out to him, "It's me, Felicia, by the way. Bye Peter!" she shouted as she jumped out the window. Peter attached his web shooters onto his wrists and rushed over to the window. He crawled out onto the wall and looked in all directions, but there was no sign of her.

"What the hell!" Peter shouted into the darkness.

Peter opened his front door and quietly shut it. He was surprised that neither Mary Jane or Aunt May had waited up for him. He silently walked up to his room and opened the door to see Mary Jane reading a book on the bed.

"Uh, hey," Peter said as he set his bag down on the floor.

"Hey! I'm just finishing up this chapter and then we can go to sleep." She smiled up at him.

"You're not mad at me for not bringing home dinner? Or for being home hours later than I said I was going to be?" he asked.

"No, not at all. I told you I was fine with you being Spider-Man, Peter. And I know that sometimes you'll miss dinner and there will be some days that you come home much later than others, but I'm not going to badger you with my phone calls." She put a bookmark in her book and set it on the floor. "Just promise me you'll try your hardest to come home at night."

Peter leapt onto the bed and kissed her, causing her to blush. "I love you so much," he said. A huge smile spread on her face as she wrapped her arms around him. The sudden pressure of her arms caused him to flinch.

"Peter, what's wrong?" she asked as she tried lifting his shirt.

"No-nothing," he told her as he jumped off the bed.

"Peter," she said as she placed her hands on her hips and stared him down.

He sighed in defeat and lifted his shirt, revealing the bandages wrapping around his torso. She gasped and put her hands to her mouth.

"What happened?" she asked, gently touching the bandages. "Peter, I think you're still bleeding."

He looked down and sure enough there was some blood blotches that looked fresh.

"They must have opened when I was swinging home," he explained as he let his shirt fall back down. "I got into a fight with something that... I'm not even exactly sure what it was, but it was bigger than me and had some pretty sharp claws."

"Did you go to the hospital?" she asked as she walked back over to the bed.

Peter froze. Should he tell her that it was Felicia that had fixed him up? How would she take that news? He decided the best thing to say was the truth.

"No, no hospital. Um, first of all, the thing that did this to me calls himself Venom. And Venom is actually kind of an old friend of mine from high school named Flash Thompson who blames Spider-Man for the murder of Gwen Stacy. He doesn't know that Spider-Man is actually me, though," he said sheepishly.

"Peter! You should have told him! Everyone knows that you would have never hurt Gwen, he would have believed you."

"Maybe. Maybe he would have. Although the less people that know my identity, the better. I just can't figure out why he doesn't know who I am," he pondered.

"Why would he know who you are without you telling him?"

"Because he's working for Harry," he said coldly. "The team that Harry was talking about included Flash. Felicia knows who I am, why didn't he tell him too?"

"Wait, Felicia, Harry's bitch of an assistant, knows you're Spider-Man? How does she know?" she asked bitterly.

"Yeah she kind of— she saved me today. I guess on Harry's orders. I can't make any sense of any of this." He shook his head. Mary Jane still looked grouchy.

"Did you see him today too?"

"No. No, he had told her not to mention him at all. But after she told me her name, it was kind of obvious. She was also wearing a mask, so I had no idea who she was at first. I'm not happy about it, but without their help today, I'd most likely be dead."

"Well, I am beyond relieved that you're not dead. But, Peter, you're not going to become friends again with that murderer, right?"

Peter laughed and shook his head. "No, the opposite actually. In fact, I'm going to call him right now and let him know that whatever his intentions were today, to stay away from both me and you," he said as he tucked a strand of her hair behind her ear. "I'll be right back. I'm going outside to call him so I don't wake Aunt May." She nodded and he headed out.

Peter closed the front door and pulled out his cell phone, pausing as he retrieved to Harry's number. He sighed and clicked the call button.

Harry answered on the second ring. "Meet me at the old fairgrounds if you want to talk," he said and immediately hung up.

Peter swore and redialed the number, but it continued to ring for several minutes before he just hung up. He deliberated if he should go or not, but he figured Harry needed to hear what Peter had to say. He shot a quick text to Mary Jane to let her know he'd be back shortly and not to wait up, and then was on his way.

It was nearly four in the morning when he had arrived. Harry was waiting for him by the old entrance. When Harry turned and saw Peter, he was wearing that same smug smirk that he had last time they had met.

"Knew you'd show up, Pete," Harry said as Peter walked up to him and shoved him, causing Harry to stumble back a few steps.

"What the hell are you playing at?" Peter shouted.

"Easy. I'm not here to fight." Harry held out his arms. "I'm not even in my suit. You wanted to talk, so I'm here to talk."

"Why did you guys save me today?" Peter asked with his fists clenched at his sides.

Harry lowered his arms and rolled his eyes. "You were gonna die. Venom had orders not to kill you. I'm surprised you're still walking around, actually," Harry said as his eyes quickly flashed down to where Peter had been stabbed.

"Why would you order him not to kill me? What is this all about?"

"Any one of us is supposed to capture you, or find out your identity. I guess the kid was just a little too miffed that Spider-Man killed his friend." He half-smiled.

Peter's eyes went cold. "I guess you forgot to mention that _you_ killed her."

"Naturally." he grinned.

"Forget this," Peter spat and turned to leave.

Harry hastily ran in front of him. "Wait, just hear me out, man, please."

Peter stopped. "I didn't come here to listen to you. I came here to tell you to stay away from me. No matter what. I don't care if I'm a minute away from dying, just keep away from Mary Jane and I."

"I'll give you more information if you just hear me out." He sounded desperate.

Peter considered him for a moment. "Okay, but answer me this. Why haven't you told the others who Spider-Man is yet?"

Harry seemed to falter a bit before speaking. "I don't know, man. I thought I knew what I wanted. I don't know anymore. I saw something in one of your memories—"

"Wait, you _saw in my memories? _What do you mean?" Peter questioned, narrowing his eyes.

Harry shrugged uncomfortably. "The machine that I've been connecting to you allows me to surf through your memories. I've been trying to find out how to cure myself."

Peter seemed at a loss for words.

"But I saw in your memory that you had genuinely wanted to help me. I know now that it's my fault this happened to me. I did this to myself. You were always a friend to me, Peter." Harry put his hand to his head and rubbed his temple. "I saw memories of us as kids. How you stood up to my father for me. I had forgotten about all of that."

Peter crossed his arms and waited for Harry to continue.

"I hate feeling like this. Like I'm not fully in control of what I do. I've been so angry and bitter that I didn't see reason. I blamed you for what happened to me and I'm sorry." Harry had trouble meeting his gaze.

"That's great and all, Harry, but what other information was there?" Peter said as he yawned. "I don't have all night." He pretended not to notice the look of hurt that flashed across Harry's face.

"Doc Ock wants us to capture you alive for torture."

"I guess you all think alike," Peter said tonelessly.

Harry slightly nodded his head. "Look, Peter, about Gwen—"

"DON'T!" Peter shouted. "I swear, Harry, if you ever mention Gwen's name again I will break your jaw!"

"Okay, okay, okay." Harry stepped back a bit. "Sorry." He waited a moment for Peter to calm down again. "Venom is sensitive to loud sounds. Especially high frequencies. If you two cross paths again, use that to your advantage."

"What, you can't just tell him to back off? I'd imagine the great Harry Osborn could keep his dog on a leash," Peter sneered.

Harry shook his head. "He and I aren't on bad terms, but he wouldn't take a direct order from me that would interfere with Doc Ock's orders," he paused, "I only trust Felicia and Electro."

Peter snorted. "I thought you didn't want Felicia to let me know you two had anything to do with what happened tonight? She let me know in minutes."

A small smile appeared on Harry's face. "Felicia is a tricky little thing. But she cares for me and thinks I'm making a bad move in lying to the others in order to protect you. She wants me to let the others know who you are."

"So why don't you?" Peter questioned. He had been wondering this for awhile.

"Because..." he started as he stared at the ground. "Because I don't want you to die, Peter." Harry looked up at him.

"Coming from the guy who taped a note to my window saying my time is running out, right?" Peter said in a clipped tone.

"That was before I saw the truth. I'm not saying that it's not my fault, but when the goblin takes control, I lose myself. I'm getting better at controlling it, but it doesn't always stop the voices I hear in my head or— or the excruciating pain of when he tries to take control. I don't want to live like this anymore," he said sincerely.

"You've killed people, Harry. Some of those people I deeply cared about. Don't expect any sympathy from me."

"I don't know what to do anymore, Peter. I'm not asking for your sympathy, I just need you to understand why I helped you last night. Like I said before, you were always a good friend to me, you're a good person." Harry sighed. "And I tried whatever I could do to hurt you. Remember that drug addict that tried to rob you?"

Peter raised an eyebrow at him, but said nothing, indicating for him to continue.

"You saw that the police found his body the next morning."

Peter pinched the bridge of his nose. "Harry, if you're going to do something like insinuate that you and I are not so different, you are far from wrong. I know what happened that night was wrong, and I will have to deal with that guilt for the rest of my life..."

"You didn't kill him," Harry stated suddenly.

Peter narrowed his eyes. "What are you talking about?"

"I followed you that night. I saw what happened, when you left he could have got up and walked away. I helped him up off the ground. And then I killed him."

Peter gulped and nodded his head. "Seriously?"

Harry shifted guiltily. "Yeah," he said quietly. A second later, Harry found himself on the ground holding his nose as it began to bleed. Peter stepped back from him as he got up off the ground. "Okay, okay, I definitely deserved that."

"You deserve so much more than that," Peter said through a clenched jaw. "Are we done now? Can I leave without you invading my life anymore?"

Harry wiped the blood off his face and brushed his hand off on his jeans. "About the team that I assembled, the Sinister Six, I'm not sure if there is anything I can do, but I'll make sure they don't find out who you are."

Peter ran his hands through his hair. "A-ha, Harry, I couldn't care less what you do."

"So if I could convince Electro to help me help you defeat the other four, you still wouldn't care?"

"And what about Felicia? Isn't she in your little Anti Spider-Man group? Peter taunted.

"No, and I'd never ask her to fight anyone for me. She helps me in other ways, kind of like when I asked her to clean you up last night."

"Uh-huh, okay. And Electro whose main ambition in life is to kill Spider-Man?"

Harry half smiled. "He just really needed a friend and we helped each other.I'm sure I could convince him to forget about you, but if not, he still wouldn't fight against me."

Peter shrugged his shoulders and checked his phone.

"Look, Peter, Doc doesn't want us to reveal ourselves to the city until you are no longer a threat. He knows it might take time before that happens, so for now we are doing more underground work. If you avoid being caught by any of them, that gives me more time to figure out what to do. I won't tell them who you are, no matter what."

"Like I said, I don't care what you do," Peter said as he started walking away.

"One more thing, Peter," Harry called out timidly.

Peter stopped and turned towards him. "What?" he asked irritably.

"The last memory I saw in your head. There was some sort of subway station but it was deserted, there was a whole bunch of equipment inside it. Some of it looked familiar, like the projects that our fathers were working on. Did you find anything in there about _anything _I can do to fix this?" he asked desperately as he gestured to himself.

At first Peter was going to flat out tell him no. That's when that memory hit him at full force, and he was surprised he hadn't put two and two together when Harry had told him that he had injected himself with the same spider venom that Peter had. The video his father had made shortly before his death stated that the spider venom was made with his own DNA, so it would only work properly if he himself, or people sharing his DNA, i.e. his son, used it.

Peter stared at Harry for a moment and began to laugh.

Harry slightly narrowed his eyes. "You could have just said no."

A moment later Peter finally was able to stop laughing and was able to answer Harry with only an occasional chuckle.

"When has the great Harry Osborn _ever _taken no for an answer? Look what happened last time I told you no," he laughed. "But yes, Harry, I do have an answer for you. There is no cure, there will never be a cure, there is nothing you can do." Peter said with a one-sided smile.

"You know this how?" Harry said slowly.

"My father had used his own DNA for the spider venom. Only his DNA will let the venom work properly. That's why it worked so greatly for me, and so poorly for you. The venom is encoded into your DNA now, but there was pieces missing, mutations happened. You will never get rid of that goblin persona in your head. You will have to go through those painful transformations for the rest of your pathetic life."

"So there's no hope then?" Harry said quietly to himself.

"No, Harry. And I'm so glad that I can say that I, Peter Parker, am the one that was able to take away yours." He shook his head and smiled. "You have no idea how happy I am that I came here tonight now. The look on your face right now will keep me happy for weeks."

"I'm trying to make things right between us," Harry gritted out.

Peter suddenly lost all happy emotions in his face, and it suddenly went cold again. "Things will _never _be right between us again, Harry. And I swear if you ever come near us again, I will kill you."

"You don't want me as your enemy," Harry said with a furrowed brow.

"You're nothing but," Peter said coolly.

Harry nodded and pulled up his wrist, pressing a button. "Looks like you've made your feelings about this pretty clear."

"Crystal clear, I hope." Peter continued to stare at him coldly.

The familiar sound of the goblin glider suddenly caused Peter to look upwards. He looked back at Harry as he smirked back at him. Peter took a few steps back as he saw Electro lowering the glider to the ground next to Harry and step off of it.

Peter gulped as Electro scrutinized him. He didn't have his web shooters on and he was in pretty bad shape from Venom. There was no way he would be able to properly defend himself.

"Thanks for dropping off my glider, Max," Harry said as Electro looked back to him.

"Who's this?" Electro nodded towards Peter. He tensed his body as he waited for the inevitable to happen. Harry studied Peter for a moment before answering.

"Just some guy I'm having a slight disagreement with." Harry shrugged indifferently.

"Want me to take care of him?" Electro questioned as he raised his arm up, and conjured up a ball of electricity in his hand.

"Nah. He's not worth it. I'll meet you back at the place, Max."

Electro nodded and disintegrated.

Harry jumped up onto his glider and stared at Peter with a smug expression on his face. "I'll keep my word about keeping your secret. I won't tell the others who you are. But if you're caught, or they find out who you are, don't expect any help from me."

"I'd rather die than accept your help," he said and he turned away from Harry for the last time that night, the sound of Harry's glider fading away in the distance.


	16. Chapter 16

Two months had passed since Peter had returned to being Spider-Man, and life for him couldn't be any better.

With Spider-Man's return to the city, Peter was able to get his photography job back at the Daily Bugle. Despite the fact that Mr. Jameson continued to try to demonize him, the people of the city were overjoyed with his return. There were so many people protesting the newspaper that, eventually, Mr. Jameson grudgingly began publishing stories that showed Spider-Man in a better light.

Mary Jane began working part-time at Pita Pan's Diner. She worked four nights a week, which was perfect because Peter was usually out in the city during the evenings.

She was upset because she had almost lost this job due to having some sort of flu for the past two weeks and several days at work. Peter had a hard time leaving her during those couple weeks but she insisted he get out of the house.

Aunt May continued her nursing job. She was delighted that Peter had gotten his old job back, although she was troubled that, again, Peter was coming home late, sometimes with bruises on his face.

Peter tried to keep tabs on the members on the Sinister Six, but it was difficult. He wondered why they hadn't made an appearance yet, especially since he had been back in action for two months now. The most he saw of them was a trail of sand that lead away from bank robbery that he had arrived to a moment too late.

What Peter was most grateful for was that Harry hadn't tried to contact him again. He was also glad, although he wouldn't admit it aloud, that Harry had kept his word and hadn't told the others about his identity.

Peter checked his phone and saw that Mary Jane would be leaving for work in an hour, so he swung home to see her before she left. Plus, he was hungry.

He pulled open the front door, smelling lasagna. "MJ, you home?" he called as he headed towards the kitchen.

"Up here, Peter!" she shouted from the room.

Peter took the lasagna out of the fridge and cut himself a hefty slice before setting it in the microwave. A minute later he strode up the stairs with his food and walked into the room, where Mary Jane was fixing her makeup in a small mirror she had hung on the wall.

"Hey babe," she said as he entered the room.

"Hey," he said with a mouth full of lasagna. She turned from the mirror and jokingly rolled her eyes. Peter continued to shovel the food into his mouth.

"You keep eating like that and you're going to get fat," she joked.

"Hey, swinging through the city and fighting bad guys burns a ton of calories, for your information," he retorted.

Mary Jane suddenly froze and wrinkled her nose. Peter threw her a questioning look. She bolted into the bathroom and instantly retched into the toilet bowl. He set down his plate of food and hurried to the bathroom.

"MJ, you okay?" he said as he pulled her hair out of the way.

She nodded her head at him, but then got sick again.

"You want me to call your work?" he asked as he started towards her phone.

"No, no. I can't call in again." She shook her head. "I thought I was over this, but all of a sudden I felt so dizzy and then I smelled that lasagna and it made me feel sick."

"I'll be right back." Peter ran out of the room with his plate of food and put it into the kitchen sink. When he got back upstairs, Mary Jane was fiercely brushing her teeth.

"Sorry you had to see that," she said as she spit into the sink.

"Don't apologize to me. I just wish you weren't feeling so sick the last two weeks."

She paused for a moment. "Wow, have I really been like this for two weeks?"

"Uh, yeah. Don't you think it's time you went to a doctor?" He looked worriedly at her.

She sighed. "Maybe you're right. I'll schedule an appointment for tomorrow. I have the day off, anyways."

Peter kissed her head just as his police scanner went off.

_"All units please respond to 32nd Street and Bently Drive. Suspect inside large heavily armed suit and extremely dangerous..."_

"Got to go." Peter gave her another kiss and rushed out of the house.

As he approached the scene, he heard machine guns. A massive metal thing was moving towards the police barricade, shooting aimlessly. Peter had almost arrived when the machine abruptly stopped shooting and part of the machine pulled back revealing someone inside.

"I am the Rhino! I told you I would be back!" shouted a very familiar voice. Peter recognized that voice as Aleksei Sytsevich, the man he had put in prison for attempting to steal vials of plutonium earlier that year.

Peter landed on the nearest police cruiser and the surrounding crowd started to cheer. "Go get 'em, Spidey!" an officer said as he tossed up a megaphone to him just before crouching behind the cruiser again.

"You fight me? You fight me now! Eh?" roared the Rhino, waving his arms threateningly.

Peter put the megaphone up to his mouth, "On behalf of the fine people of New York and real rhinos everywhere, I ask you to put your mechanized paws in the air!"

"Never! I crush you, I kill you! I destroy you!" he yelled as he slammed the arms of the suit onto the street.

"You want me to come down there so you can kill me?" Peter asked humorously.

"Yes!" he snarled back.

"I'll be right there!" Peter said as he tossed the megaphone back to the officer just as the Rhino pulled the armor back down over his face.

Three missiles shot from the suit. Peter grabbed a manhole cover right as the first one hit it and exploded. He jumped into the air and swung the cover at the two second missiles, causing them to change directions so they wouldn't hit the crowd of people. With one last swing, he nailed the front of the Rhino with the cover, causing it to fall backwards on its back.

"Let's get these people out of here!" he heard the officers shouting. He chanced a quick glance backwards and most of the police were starting to evacuate the crowd.

"Took them long enough," Peter sighed as he turned back to the Rhino. "You done yet?" The Rhino seemed to be attempting to flip itself over.

The legs of the suit suddenly began humming and swiveled to the underside of the suit, causing the body to rise in the air. The suit turned itself around and began shooting at him.

"Guess not!" Peter yelled as he dodged the bullets and swung himself up on top of the suit. When the Rhino realized Peter was on top of the suit, it began swinging its arms upwards in an attempt to shake him off.

"Nope, not gonna happen," Peter laughed as he clung onto the frame. He began to shoot webbing at the arms of the suit until they stopped moving and then he crawled down and spun webbing around the leg pieces. "And that's how you catch a Rhino," Peter said as he admired his work.

Another humming sound came from the suit and the arms suddenly snapped together, breaking the webbing around them, and then they wedged themselves into the suit. Right afterwards, the leg pieces did the same thing, making the Rhino suit look like one large asymmetrical ball.

"That's not good." Peter said to himself in an anxious tone. The Rhino ball sprung forward at him, tearing up bits of the street as it rolled.

"Haha- I- get- you- now- Spider-Man!" the Rhino shouted as he rolled forward. Peter quickly jumped out of the way and the Rhino stopped and turned back at him.

"You're making this too easy!" Peter taunted as he dodged the Rhino ball a second time. The good thing about the massive suit was that it was extremely slow when it needed to change directions. The Rhino suit unfolded itself and peered behind Peter. "Hey buddy I'm right down here, or does your suit hold true that rhinos have bad eyesight?" Peter said as he got into a defensive position.

The suit shot three missiles again, but instead of aiming them at Peter, they went straight for a building that was next to the remaining part of the crowd they were trying to evacuate.

Peter quickly shot his webbing at the first one and was able to make it crash into the street near him, and then bounded off towards the other two. He was able to sling the second one off course just in the nick of time, but the third one hit part of the building, causing a huge chunk of wall to start to fall.

"Oh, no you don't!" Peter yelled as his feet clung to the side of the building and he quickly shot out several webbing strings at the block of wall. "You all need to move, now!" he shouted down at the crowd.

Pieces of the building broke off and fell towards them. With one hand, he held onto the several pieces of webbing holding the big piece of wall, and with the other he quickly flung the falling pieces out of the way with his webbing. His spider sense went off and he looked down at the Rhino.

The Rhino had stomped his way forward and was aiming his arms right at Peter. Peter flung himself backwards into the building just as he starting shooting again. Something struck Peter's leg.

The chunk of wall plummeted towards the ground, but the remaining people were out of harm's way as it crashed on the street below.

"Dammit," Peter muttered, looking down at the bullet wound. "Same leg as last time, too." He rolled his eyes and looked back towards the Rhino.

"You come down! We end this, Spider!" he shouted triumphantly.

Peter shot some webbing over his wound to slow the bleeding and jumped down from the building toward the Rhino.

He shot webbing over the machine guns on one arm. The other arm swung back and punched him, causing him to fly backwards into a different building.

The Rhino was waiting for him.

"Okay, I have to find some way to shut the suit down," Peter said to himself. Just as he was about to jump down again, someone above him whistled. He snapped his head towards the roof where the sound came from, and warily climbed up. When he got to the top and checked over the edge, he groaned.

"I would have been happy to never see you again," Peter said as he finished climbing over the edge and got to his feet.

"It's been awhile. I thought you'd have missed me," Felicia said in an all too sweet voice, fiddling with some kind of remote in her hands.

"I'm kind of in the middle of something." Peter gestured towards the street below.

"What, no 20 questions today?" she teased as she walked towards him.

"No. And when I'm done with that guy down there, I'll be back for you," Peter assured her.

"Oh please," she laughed, "why do you think I'm here?" She raised an eyebrow at him and smiled as she held up the remote.

"Am I supposed to care about what that is?"

"This handy little device is what will stop the Rhino," she said calmly.

Peter paused before asking, "And why would you want to stop him? Aren't you guys all on the same team?"

Felicia smiled at him. "In a way, we are. But Aleksei broke the rules. He knew not to reveal himself to the public and yet he did it anyway. If he can't handle the rules, then he's out." Felicia peered over the edge and shook her head. "Now I'm going to activate this button, and when I do, the suit will completely shut down. What happens after that is up to you. Also..." She looked at Peter, narrowing her eyes. "... neither of us will mention that we saw each other here tonight. That would be very dangerous for me, and since I'm helping you out, I hope I can count on you not to say anything. Besides, I like Harry much more when he's pretending you don't exist, and I don't want to bring your name up." She pressed the button on the remote.

Peter looked down over the edge of the building and sure enough, the Rhino suit was powering down. He looked back just in time to see Felicia hop over the edge at the opposite side of the building.

"That was... weird," he said to himself as he jumped down towards the Rhino again.

The middle of the suit automatically opened up. Aleksei tried, pointlessly, to run away, but Peter web zipped him back and spun his arms together.

"Caught ya again, Aleksei. Let's not try for a third time."

Several police officers came sprinting towards them. "Here you go, officers," Peter said as he handed over the bewildered criminal.

"Suit supposed to be indestructible. That octopus man do this! I get revenge on all you! Spider and Octopus man!" he bellowed as the police officers took him away.

Peter took one last look at the armored suit and shook his head before heading home.

Once home, he checked the time. Mary Jane wouldn't be home for several hours. Aunt May was home, but she was busy sorting through Uncle Ben's old stuff in the basement.

Peter nearly crawled to his room and sat on his bed, lifting up his leg to check the wound. There were still several bits of webbing in it, so he carefully pulled those out. He grabbed a shirt and bit down on it as he prepared to pull out the bullet. Taking in a deep breathe, he stuck his finger into the bullet hole and felt the bullet right away. He dipped his finger under it and swiftly pulled it out, causing it to start bleeding again. He went to the bathroom and pulled out a small thing of gauze and wrapped it around his leg.

When he was done, he laid down on his bed, letting sleep overcome him.

He was at the fairgrounds with Mary Jane. The place didn't look abandoned anymore; everything was lit up and rides were operating. He looked around. Children were laughing with their families and high schoolers were hanging out with their friends.

"Ooooh, Peter! Let's go on the Ferris Wheel! Look how tall this one is!" Mary Jane said in awe as she dragged him towards it. Peter looked up and stared at it in shock. Had it always been that tall? It looked twice as tall as he remembered it being.

They got in line behind three children; two boys and a girl. He had a very strange feeling in the pit of his stomach.

"Come on guys, I really don't want to go on this. Can't we just find something else to do?" One of the boys said as he stared up at the ride.

"Oh, does this one seem boring to you? Would you want to go on the Zipper instead?" the other boy asked with excitement.

"No!" the first boy answered too quickly. "No, this one is fine."

The girl let out a small giggle. "I think he's scared to go on this, Peter."

Peter gulped and got a better look at the children. It was him, Mary Jane, and Harry.

"Am not!" the child version of Harry yelled.

"We can find a different ride, guys. Let's go," the child Peter said as he got out of line.

"Are you kidding me?" Mary Jane complained as she and Harry got out of line. She raced off towards the cotton candy machine.

"Thanks, man," Harry whispered to Peter.

"Anytime," he answered with a smile.

"You two, you're next!" the ride operator yelled pointing at Mary Jane and Peter, and they stepped onto the ride.

The ferris wheel began turning and Peter saw that nobody else had gotten onto the ride. It stopped when they made it to the top.

"I love you so much, Peter," Mary Jane said as she held his hand.

"I love you too." He leaned in to kiss her. He stopped when he realized the rest of the fairgrounds had become eerily quiet.

Everything was dark. It was abandoned again: no people, no lights. He turned to Mary Jane. She looked frightened. A loud metallic screech filled the air.

"Peter, what's that noise?" she asked.

"Don't worry, I'll keep you safe," he promised.

Peter found himself being hoisted from the seat. A giant robotic arm had grabbed him as it clung to the ferris wheel. He saw the man had multiple robotic arms, and realized it was Doc Ock. He tried shooting him with his webbing, but when he checked, his web shooters were gone. Harry came out of nowhere on his glider and smiled maliciously at him.

"Too bad, Peter. Looks like you could really use my help," he laughed as Doc Ock squeezed tighter.

They're here for me, thought Peter. Hopefully they leave Mary Jane alone. At least the kids didn't come on the ride. They're safe.

Another loud screech ripped through the air as he saw Venom leap up and land next to Mary Jane. She screamed.

"No, don't hurt her please," Peter managed to gasp out.

Venom lifted her up by her throat and smiled at Peter.

"We're going to take away your hope," Harry growled at him.

"This is for my friend Gwen," Venom snarled as he plunged his long blackened claws into Mary Jane's stomach.

"No!" Peter yelled out, reaching towards her.

Mary Jane looked at him with rage. "You promised me, Peter. You promised me you'd keep me safe. You got us both killed." she said, looking at her stomach.

Venom ripped out his claws and let go of her, causing her to fall to the ground. Harry's laughter rang through Peter's head and then he couldn't breathe.

"Wake up, sleepy head," Mary Jane shook him awake. He sprung forward and looked around in confusion. He saw her staring at him while trying to suppress a smile. "You look a little dazed. Sorry I woke you," she said. She kissed him but then wrinkled her nose. "Peter, you're covered in sweat. Are you okay?"

"What? Oh, yeah, yeah. Just, bad dream," he said as he jumped out of bed.

"Was it about that huge robotic rhino thing you destroyed last night? I saw it on the news this morning." she smiled at him as she began brushing her hair.

"The- What? No. Something else. Morning? What time is it?"

"It's nearly eleven. I have an appointment with the doctor at one, so I'm leaving shortly to grab a bite to eat before I get on the bus," she said as she gathered up her purse and shoes.

"No wait, I'll take you there," Peter offered.

"Aunt May went into work about an hour ago to help cover someone's shift, so the car isn't here, otherwise she would have let me borrow it already," Mary Jane said as she bounced over to him and kissed him on the cheek. He wrapped her up in his arms and kissed her back.

"I wasn't talking about driving." he grinned mischievously.

Realization dawned on her face. "Now?! But it's daylight out, and what if I get sick again from the swinging, and you just woke up, and—"

He put his hand over her mouth and rolled his eyes at her.

"Yes, now. I'll be in my suit, so if people see you they'll assume you're someone I'm rescuing." He grinned. "And you won't get sick, promise." She still looked a little skeptical. "Please? I'll even bring us some food and we can eat on some rooftop somewhere before you work. It's a bright sunny day out," he said as he gestured towards the window.

"All right, fine. But don't get mad at me when I get sick," she laughed.

"I could never be mad at you," he whispered. The nightmare was still fresh in his mind, and he needed a little happiness to brighten up the day. "Now go get all your stuff together and I'll suit up and we can go." He winked at her.

Peter laughed as Mary Jane clung tighter to his neck as he swung higher through the city. She told him she was keeping her eyes shut until they landed.

"Are you sure you don't want to look? The view up here is great," he teased as she squeezed him again. "On second thought, maybe you shouldn't, you'll choke me to death before we get there."

She huffed at him and slightly loosened her hold. "Fine, okay, I'll take a quick peek," she said to him as she opened her eyes. "Oh my God..."

"Don't worry, I've got you," he reassured her. "We'll be there in one moment."

"No it's just- this is- this is amazing," she said, astonished.

He let out a sniff. "Well I'm glad you chose _now_ to look, because we're here," he said as he jumped up onto the roof.

"What building is this?" Mary Jane questioned as she looked around.

"This is the top of the apartment buildings over Ray's Pizza Place. I picked it because there are not many other buildings around it, so people can't really look down and see you here having lunch with Spider-Man," he said as he opened up the lunch bag they had brought.

Peter took off his mask and sat cross legged on the ground. Mary Jane sat next to him. She pulled out a sandwich from the bag and giggled.

"You smushed it!" she said as she poked the sandwich bag.

"What, no way." He pulled out the other sandwich, which was slightly dented but definitely still edible. "Here, you take this one." He swapped sandwiches with her. "I'll just uh, put this one back in the bag and eat these grapes." he said as he popped one into his mouth.

"Do you want to just go somewhere and buy some food? I feel bad you don't have a sandwich now." she said as she stared at her semi-smushed sandwich.

"Hm. I'll be back in less than ten minutes." he said as he flipped over the back side of the building. True to his word, seven minutes later, he was back on the roof with a box of pizza in his hand.

"Wow. That was fast," she said as she put her sandwich back in the bag.

"Ray's normally has pizza ready to go. It's great when you're in a hurry," Peter said as he set the pizza box on the roof and resumed his spot next to Mary Jane.

"You're amazing, you know that?" she asked as she rested her head on his shoulder and took a bite of her pizza.

"Eh, I've been told that from time to time." He shrugged and looked away from her to hide his smile.

She lifted her head and playfully pushed him over. "Don't be so cocky." Then she bent down and took a bite of his pizza. "And I take that compliment back."

Peter stared at his pizza in shock and then gave her a sly smile. "You really shouldn't have done that," he said as he leapt on top of her, causing her to fall back, but cradling the back of her head with his hand.

"You made me drop my pizza," she pouted. He rolled his eyes and ruffled up her hair. "Peter, don't! I have an appointment soon!" she complained as she started pulling her fingers through her hair to straighten it out.

"You look beautiful no matter what," he said as he grabbed another slice.

She huffed at him but rested her head on his shoulder again. "Love you."

"I love you too, MJ," he said and ran his fingers through her hair.

Time passed quickly and Peter cleaned up their food. "Ready to go?" he asked as he pulled the mask over his face again.

"Yup! I'm ready to once again cling to my boyfriend as we swing through the city to my doctor's appointment," she said casually.

"Don't make me mess up your hair again," he said as she took a step back from him. "I'll drop you off about a block away so nobody sees me bring you there. Just call me when you need to be picked up." he told her as he scooped her up and leapt from the rooftop.

Instead of going back home after he dropped her off, he swung around the city to see if there was any crime that needed to be stopped.

Two hours passed before Mary Jane called him letting him know to pick her up. The city seemed quiet today, especially after that escapade with the Rhino the day before.

They met up in the same area as earlier. Mary Jane was waiting for him in an empty alleyway, leaning against the wall and staring at the ground. She didn't even seem to notice when he walked up to her.

"MJ, you okay?" he questioned. She jumped at his words and put a smile on her face.

"Yup! All good," she said hurriedly.

"Oh-kay. Well it's only like three, did you want to go do something?" he asked hesitantly.

"No, I think I just want to go home," she said as she secured her purse.

"Are you feeling okay? You're not sick anymore?"

"Nope, I'm all good. I just want to go home," she said with finality. Peter nodded to her and they headed home.

Peter couldn't shake the strange feeling in his stomach. They had been home for several hours and Mary Jane hadn't said one word to him. Was she mad at him about something? He thought back and couldn't think of anything he did. Maybe she was really sick and didn't want him to worry.

Whatever it was, Peter decided to stay home that evening. He sat on the floor up against his wall, absentmindedly tinkering with a new web shooter he was making. Mary Jane sat up on the bed, reading a book with a blank look on her face. Peter kept shooting glances her way, trying to figure out what was up.

Mary Jane sighed and set down her book. "You can leave, you know. You've been watching me for the past couple hours."

"MJ, what's wrong? Why are you mad at me?" Peter asked as he tossed aside his web shooter, getting to his feet. "I don't understand what I did."

Mary Jane's brow furrowed. "What? Why do you think I'm mad at you?"

"You've been acting strange ever since I picked you up earlier. You're all quiet and you just don't seem like yourself." He sat down on the bed next to her.

"Well I'm not mad at you, Peter." She sighed again and asked, "Do you really love me?"

"Of course I do." He took her hand into his. "What's wrong MJ?"

She began rubbing the back of her neck with on hand. Her mouth opened as if she was about to say something, but then closed it again.

"MJ," he urged. She was nervous about something, and it was making him crazy.

"Do you see a future with me?" she said as she looked up at him.

Peter smiled. "You know I do. I can't see my future without you in it."

She breathed in and slowly breathed out. "Peter..."

"Yes?" he said as he leaned forward to kiss her.

"Peter, I'm pregnant."


	17. Chapter 17

Peter was stunned. It all made sense. He watched as nervousness and fear spread across her face, his own face frozen in shock. He attempted to speak, but no words came out. A slow smile spread across her face.

"Peter?" she asked hesitantly as the muscles in his face began to relax.

"You- you're pregnant," he repeated.

"Mhm." She nodded. Peter smiled.

"We're going- we're going to be parents?"

"Yes, Peter! You're going to be a daddy." She beamed at him.

"Wow," he said as his eyes gleamed. "That's great news MJ!" He couldn't believe how happy that made him.

She relaxed. "Really? I'm so glad you said that because I was worrying all day about what you might say," she said with a timid smile. "I thought maybe... maybe you wouldn't want to be with me anymore."

Peter let out a loud laugh. "Are you kidding me? I'm the luckiest person in the world to be with you. I'll always love you. Forever," he assured her. She wrapped her arms around him and kissed him. Peter kissed her back with a newfound kind of excitement in his chest.

"This is amazing, MJ. We're going to be parents!" he repeated as she gave him a cheerful smile. "Wait a minute... I took you swinging with me earlier, is everything okay?" he said suddenly with a worried expression.

"...Yes. Although I definitely don't want to do that again, especially this early in the pregnancy," she said anxiously. "Also, they said my hormone levels were... peculiar. They weren't sure what to make of it because they had never seen anything like that before. They used the word 'abnormal,'" she pouted.

Peter got up off the bed and began to pace the room. This was a lot to be taking in right now. He knew why the hormone levels wouldn't show up as normal. It was because of him; he didn't have normal DNA. His was crossed between human and spider. Peter ran his hands through his hair before sighing and sitting back down on the bed.

"What is it Peter?" Mary Jane asked.

"It's because of me, MJ. My DNA isn't normal. What if- what if I pass some of my abilities down to our baby?" he said as he buried his face into his hands.

"Peter, it's fine. No matter what, this baby is ours, even if they start crawling around on the walls," Mary Jane joked. Peter still had his face tucked into his hands so she pried them away. "Peter, don't be silly. I love you," she said as she pulled his face towards her and kissed him again.

"I love you, too," he mumbled, just as he heard the front door opening downstairs. "Aunt May is home," he said suddenly, as he got up to go to the door.

"Can we wait before we tell her? Just until I start to show?" Mary Jane whispered. Peter inwardly laughed as her eyes went wide with worry.

Peter shrugged. "If that's what you want. She'll be happy for us though." he flashed her favorite grin at her.

She nodded to him. "I know. It's just... I'd rather wait until my second trimester to let anyone else know. Just in case anything happens."

"Okay, fine with me. It's not like we'd have anyone else to tell, you know," Peter said as he slumped on the computer desk chair, leaning his head back and closing his eyes.

He couldn't believe how lucky he was, Mary Jane being pregnant was _good _news to him. He hadn't really thought about having children; he hadn't even been sure if he was able to since he had altered DNA. Most people his age would dread hearing this kind of news, but the look of excitement on her face when she had told him erased any pessimistic thoughts about their situation.

"About that." Mary Jane got up off the bed. "What if the wrong people find out about this, Peter? If the wrong people knew that Spider-Man's girlfriend was pregnant with his baby, they could use it against you."

Peter opened his eyes and peered over at her. "You don't have to worry about that. You're _my _girlfriend. They won't connect you with Spider-Man. Besides, I would never let anything happen to you. To either of you."

"Harry Osborn knows you're Spider-Man," she pointed out.

Peter got up off the chair and put his arms on her shoulders. "MJ, I will not let anything happen to you." He kissed the top of her head. "I've already told him if he ever comes near you, I'll kill him," he said as his eyes blazed with underlying fury at the thought of Harry harming either of them.

"I trust you," she told him, her voice calming him down. She walked over to the bed and sat down, gesturing for him to come over.

"So do we know what it is yet? Girl or boy?" Peter questioned with a child-like grin on his face.

Mary Jane laughed at him. "No, Peter. You have to wait like four or five months before they can tell that."

"Oh." His face fell. "Well, either way I'll be happy," he said as he laid down on the bed, his arms crossed behind his head.

"Me too," she said as she rested her head on his chest, falling asleep.

* * *

The weeks seemed to fly by as Peter continued to protect the city. Weeks turned into months, and Peter knew time was running out to tell his Aunt May that Mary Jane and he were expecting a baby. At 18 weeks pregnant, she was definitely starting to show, and only got away with it from wearing Peter's baggy hoodies around the house. He was eager to find out the gender of the baby, and Mary Jane had told him they could find out this week when she scheduled another appointment.

Dusk was beginning to set in over the city. Aunt May would be home shortly and Mary Jane was probably at home still as it was her day off of work. Peter hadn't seen anything strange in the city the past few hours, so he decided to head home and face the inevitable. He knew he had told Mary Jane that Aunt May would be happy for them, but the longer they put off telling her, the more nervous he became. He didn't want her to look at them like irresponsible teenagers. He wanted to show her that he was going to take responsibility, to provide for his girlfriend and baby.

The buildings shrunk as he moved towards the suburbs. Peter was about to give Mary Jane a call when a heavy force knocked into him, snapping his webbing and throwing him into the side of a building.

"Do you know how difficult it is to find you in this city without being detected by someone?" growled a guttural voice from above him.

"Nice to see you, too," Peter mumbled as he wiped the debris off of him. What was it with this guy that blocked his spider sense? "I take it you're not here for a social visit?" he asked as he got into a defensive position.

Venom smiled widely, showing off his razor sharp teeth. "Where's the fun in that?"

"Where indeed?" Peter said as he shot out a strand of webbing that Venom swiftly dodged.

Venom leapt at him, claws pointing outwards, and Peter grabbed a lamp from an open window and swung it at him, causing him to falter and almost miss the building.

"Losing your touch, aren't you Flash?" Peter taunted.

Venom snarled as he made another attempt to grab Peter, but he jumped out of the way, narrowly avoiding his sharp claws. Peter's spider sense went off and he snapped his head to the right just in time to be punched in the face by a giant sandy fist. He grabbed onto the light pole below them and swung himself back up to Venom and the newcomer. He couldn't help feeling peeved that his spider-sense went wacky whenever Venom was around him.

"Ah, so you must be the sandman I've heard about. I see you've robbed another bank," Peter stated grudgingly when he saw a bag of money slung over his shoulder.

The Sandman narrowed his eyes at Peter, choosing not to reply. "There he is, kid. Catch him and let's get out of here," he said to Venom, making no movements towards Peter, but rather looking at him in disinterest.

"Fine with me, Marko. Just remember, though, that _I _want to turn him in personally. _I _want to be the one to end this murderer's life," he spit out at Peter.

"Flash, this isn't you. Why are you helping these people?" Peter yelled as Venom advanced towards him.

"You killed my friend!" he growled as he jumped at Peter again.

Peter flung himself to the left but Venom had caught the end of his foot and Peter felt himself slam into the building face first, breaking his nose on the impact. As Peter was momentarily disoriented, Venom was able to web together his hands and held him up over the ground by his neck. "You were supposed to protect people and you killed her."

"Flash...wait," Peter said as he attempting to kick away from him. The grip on his neck was tightening and it was getting hard to breathe.

"Catch, not kill, kid. Come on, let's get out of here!" Sandman yelled from the street.

"With pleasure." Venom's tongue ran over his teeth and he laughed. "It won't be long before I'm able to, anyways."

Peter was in a tight situation. He remembered what Harry had said about Venom hating loud noises, but with his hands tied up, there was no way he was going to be able to do anything about that. Mary Jane's face flashed through his mind, and there was no way that he wasn't coming home to her that night. "It's me, Flash. Take-" Peter struggled to gasp out but his hold got tighter as Venom swung himself down to the street. Mary Jane and the baby, Mary Jane and the baby, he kept thinking.

"How does he know your name?" Sandman questioned as Venom landed on his feet. Peter's face was started to blue under the mask. "Ease up, you're going to kill him."

"Take off- take off my mask," Peter finally gasped out. The blood from his broken nose was flowing into his mouth, making breathing even more difficult. His lungs were starting to burn and he wasn't sure that they would listen to him.

Venom turned to the Sandman, who shrugged and nodded at him. With one hand still on Peter's neck, he took his other hand and slowly peeled the mask off his face.

"Parker!?" Venom growled in disbelief. "_You're _Spider-Man!?" he dropped Peter onto the ground and he began coughing and attempting to catch his breath.

"You know him?" Sandman questioned.

"Yeah... we went to school together. He was dating Gwen Stacy," Venom replied.

Sandman paused before continuing, "He's the one who killed your friend?"

Peter shook his head hastily, and then sat cross legged on the ground. Blood was dripping down his face and onto the ground from his nose. "I didn't kill Gwen. Flash, you know me. You know I would have never done anything to hurt her. I loved her."

Venom's black mask began to pull itself backwards, revealing his real face. The Sandman moved towards them but Flash shook his head at him. "He didn't do it. There's no way," he said with absolution.

Peter sighed in relief. This could have gone a completely different way. "Do you mind?" he said, holding up his webbed hands.

"Wait," Sandman started, but Flash shot him a threatening glare and stepped forward slicing them off in one quick motion with his claw. Peter brought his hands up to his face to feel his broken nose, and popped it back into place, shuddering at the loud crack.

"I can't believe this. All this time, I thought Spider-Man had killed her. But... if you didn't do it, who did Parker?" Flash looked expectantly at him.

This was it. Peter could easily let Flash know right now that Harry was the one responsible. He didn't have to get involved or anything. Harry would finally pay for all of the harm he had done. Peter inwardly smiled to himself, but then he remembered that Harry _had_ kept his word. He hadn't let anyone know Peter's secret identity, and he had kept his distance from him and Mary Jane. He let out a hushed sigh, and, hoping he wouldn't regret this in the future...

"I have no idea who is responsible for Gwen's death. She was helping me try to defeat Electro, and during the battle somebody had taken her. By the time I reached her, it was too late. Her killer had already escaped."

Flash let out a low whistle. "Damn, that's- that's awful man, I'm sorry," he said as he clapped him on the shoulder. Sandman had started to move restlessly, causing Flash to shift towards him. "I'm no longer looking for revenge against Spider-Man. I don't want to fight you, but if you try to take him back to the Doc, I will," he said as he placed himself between them. Sandman didn't look too surprised at the turn of events in this situation.

"Look kid, I didn't even really want to join this team, my views are so different from all of you. And I knew from the beginning that you didn't fit in with them. You're no criminal, or killer. I needed an easy in to get money for my daughter's medical bills. Osborn helped me with that and when I give them the last cut from this batch here, I'm out. From the start, I told Doc Ock that I wouldn't be here too long, and he knows that, he just thought we would catch him—" he gestured at Peter, "—long before now."

Flash seemed to deliberate for a moment before nodding. "I guess I don't really have a reason to stick around anymore. My sole purpose for joining was to kill Spider-Man and avenge Gwen's death."

"Then I guess- I guess you should come back with me tonight and when I let Doc Ock know I'm out, you should let him know too. It would be better to let them know than to completely run out on them, and it would be safer for the both of us if we let them know together. That way you can return the suit. I'm sure they'd be after you if you kept that," Sandman said to him as he gestured his head back the other way, indicating he wanted Flash to follow him out of there. "And I think we can all agree that we never saw him today." He turned around and began leisurely walking away.

Flash turned to Peter and gave out an awkward laugh. "Well man, I'm sorry that I, uh, tried to kill you today, and about breaking your nose, and very nearly killing you last time. I was just so angry that Spider-Man, the guy that I had looked up to so much, was the person who had killed Gwen. If you ever find out who murdered her, Parker, you'd better even the score," he said as he held out his fist towards Peter, his claws so long they curled and stuck out unevenly.

"Without a doubt," Peter said as he fist bumped him.

Flash looked towards the retreating figure of the Sandman. "I can't believe _Peter Parker _is Spider-Man!" He shook his head and smiled. "Well, I'm out man. I'll see you around, maybe," he said as the Venom mask began to spread across his face again. Flash sped ahead to catch up with the Sandman.

"Maybe." Peter gave him a small smile before swinging away. Despite the crazy night he had had, he was still going to be home at a reasonable hour.

When he opened up the front door, he saw Aunt May knitting something in the living room. Peter knew his face probably looked bad, so he attempted to sneak past her, but to no avail.

"Peter, is that you?" Aunt May called.

"Damn," he whispered to himself, already several steps up the stairs. "Yes, Aunt May, it's me."

"Come in here for a second, I have a question for you," Aunt May said.

Great, he thought to himself, there was no hiding this now. He took the sleeve to his hoodie and tried to wipe away as much blood off his face as possible, before realizing that it was essentially useless.

Peter marched into the room, taking no care in covering his face. He crossed his arms and gave her a waiting look. She looked up from her knitting and gave a sharp inhale. To Peter's surprise, she merely shook her head and continued on.

"I was thinking recently about Mary Jane, and I was just wondering if you two were interested in getting a car anytime soon?" she said with her jaw tight. She was definitely upset at the sight of his face, but he had come home so many times with injuries that at this point she probably thought it was pointless to argue.

"Oh uh- uh I don't know?" Peter said, confused. He still couldn't believe she hadn't yelled at him about the state of his face.

"You guys don't have to, of course, I was just thinking that I wanted a new car. Something different, you know? Not an actual new car, I'd be buying a used one of course. And if so, I could maybe give you guys my car," she said as she kept her eyes on her knitting, making an effort not to stare at his face.

"Oh! Um, yeah that sounds cool. Well, no, I don't know. Can I talk to MJ about it and get back to you maybe? We'd have to see if we can afford buying that right now."

"Peter, it's been paid off for years. But yes, talk to Mary Jane and let me know. I'd rather give it to you two instead of selling it to someone else," Aunt May told him as she began packing up her knitting supplies.

"Okay, cool," Peter said, backing out of the living room. "Wait, since when do you knit?" he said as he watched her put everything away.

"Oh I- I just thought it would be a fun new hobby. Something exciting and new to do." She smiled at him.

"Knitting...exciting...right," Peter teased as he ran up the stairs.

Peter walked into his room and saw Mary Jane sketching on the bed. He felt slightly guilty as he watched her serene features quickly change to alarm when she saw his face. She immediately went to him.

"Peter... your face... what happened to you?" she asked as her eyes began to water. She put her hand up to his jaw and delicately traced up to the bone under his eye.

"Is it really that bad?" Peter asked.

He walked over to the mirror she had placed on the wall and even he looked shocked. His nose was definitely swollen, and his right cheek looked like it had a brick imprinted on it. That was nothing compared to the bruising that had already begun. The bruise started on his nose and had spread to under both of his eyes and most of his right cheek. Another bruise had formed on his jawline. "Huh, I kind of look like a raccoon now," he grinned.

"Peter, that's not funny," Mary Jane said as she whacked him on the back with her sketchbook. "What happened?"

Peter had opened his mouth, but then shut it when he heard Aunt May walk into her bedroom next door to them.

"Tomorrow, when she's gone, I'll tell you. It's a long story and I'm exhausted," he groaned as he collapsed onto the bed.

"But... your nose looks broken," she said as she sat next to him on the bed, stroking his hair.

"Nah, not anymore. It was but I snapped it back into place. Don't worry MJ, by tomorrow I'll already be healing up, and the bruising will only last a couple days," he said as he started to close his eyes.

Mary Jane rolled her eyes at him. "So did anything _else _interesting happen today?"

Peter's eyes popped open. "Actually yeah. Something happened down at The Bugle this morning. You remember how I was telling you that for the last couple of weeks that new photography Eddie Brock has been attempting to steal my job?" he said with annoyance in his voice.

"Oh yeah, I remember that. There's no way he'll ever be able to take the pictures that you take, though." Mary Jane smiled at him.

Peter grinned back. "Thanks. Well, yesterday he had turned in a picture of Spider-Man apparently fleeing the police after robbing a bank."

Mary Jane furrowed her brow at this. "What do you mean?"

"Well, obviously that never happened, so I knew the picture was a fake. It also looked pretty familiar to me so I went digging around in my old photos and, sure enough, he had photoshopped an old picture of mine and turned it in. He was acting pretty smug about it, too."

"What did you do? Did you tell Jameson?" Mary Jane looked upset at what Eddie had tried to do.

"Mhm. I brought in my picture today and, in front of Eddie, a lot of the staff, and Jameson, I showed them my old picture and let them know that his picture was a fake. Well Robbie, one of the main editors there, took a look between the two pictures and he seemed to realize their mistake." Peter smirked.

"Well, good. Did they fire him then?" she asked.

"Oh yeah they did. The best part was, he's been dating Betty Brant, Jameson's assistant for awhile now. She broke up with him in front of all those people."

Mary Jane mouthed 'WOW' to him. "That was kind of harsh."

Peter shrugged. "Yeah I guess, but he deserved it." He tried to stifle a yawn. "Hey MJ, you mind if I go to bed now? I am so tired."

"Of course," she said and kissed him on the forehead and snuggled up next to him, continuing to stroke his hair until she too fell asleep.

Peter woke up early the next morning. He carefully got out of bed as to not wake Mary Jane up. He showered and poured himself a bowl of cereal for breakfast.

Aunt May was in a rush to get out of the house since she had forgotten she needed to pick up a few things at the store before work. She said goodbye to Peter and then strode out the front door.

Peter finished eating his breakfast and then went upstairs to brush his teeth. As he was brushing his teeth, he checked out his face in the bathroom mirror; the bruising was darker today, but would lighten up by tomorrow. His nose was no longer tender to touch. He heard Mary Jane stirring in the next room so he made his way into the bedroom.

"Good morning, beautiful," he said as he jumped on the bed, clutching her into his arms and burying his face into her messy hair.

"Yeah, right," Mary Jane giggled at him and then spotted the bruising on his face again. "I wish I could say the same to you," she said as she wiggled out of his grasp. "Be right back. Let me brush my hair and teeth, and then please tell me what happened."

Peter nodded to her as he walked out of the room. Several minutes later she reappeared and sat down at his computer desk chair. He launched into the story at once, giving her all the details of what had happened last night. She listened intently and near the end of the story she began to look bothered.

"Wait... so you let both of them go?" she questioned, disapprovingly. Peter was slightly shocked at the tone she was using.

"Well, yeah." Peter shrugged.

She closed her eyes and shook her head. "Didn't you say that sand guy had robbed a bank or something? That he still had the money with him?"

"Yeah... but MJ, both of them could have either brought me to the rest of the Sinister Six right then and there, or they could have killed me," he said evenly.

Mary Jane stood up from the chair. "But, they know who you are now. They saw your face and know your name," she said with irritation. "What's stopping them from bringing the Sinister Six _here_?"

"Flash thought Spider-Man had murdered Gwen. That's why he was after me in the first place. When he found out it was me, he immediately knew I had nothing to do with Gwen's death. We don't have to worry about him. He left the others last night. Same with the Sandman. He only needed the money to help his seriously ill daughter or something like that. They both left the Sinister Six last night."

"But how do you know that, Peter? What if they were just saying that? Or what if they changed their minds on the way there? Maybe one of them was tricking the other. What if they did leave the group, but decide later they want back in? What better way to get back in then to give them Spider-Man's identity?"

Peter began to shake his head but she interrupted him before he could speak. "This is serious, Peter. If the others find out who you are, they'll come looking for you. Peter Parker is much easier to find than Spider-Man..."

"Didn't you yell at me last time I _didn't_ tell them my name?"

"That was different, Peter," she huffed.

"MJ it's—"

"No, listen. If the others find out your name, then they'll find out about me. That puts both me and our baby in danger. Why did you tell them who you were? Why didn't you stop them from leaving?" Mary Jane began to cry and Peter stood up to console her but she put her arm out.

"MJ, I had no choice," Peter said quietly. "All I could think about was that I wanted to come home to you. My secret is safe. Neither of them will say anything." He tried to hug her again but she backed away. "Look, I promise you that no matter what I will keep both of you safe."

She was starting to make him question his actions last night, and a quick thought ran through his head that maybe he _shouldn't _have let them go.

Mary Jane scoffed and looked up into his eyes, "Yeah, you told me you promised _her_ that too. Look where that got her," she said, and Peter saw the instant regret but it was too late. His fists clenched tightly and jaw muscles locked.

"Excuse me?" he asked chillingly, narrowing his eyes.

"Peter, I- I'm so sorry, I didn't mean that-" she said as she moved forward to touch him, but this time he was the one to back away. "I'm sorry," she said as more tears streamed down her face.

Peter's body began shaking with anger. Mary Jane moved forward again to touch his arm, but he recoiled from her and shook his head.

"Don't. Fucking. Touch. Me." His eyes flashed with anger and Mary Jane stepped back from him. He grabbed his jacket and wallet and bolted out of the room, and out of the house, without another word.


	18. Chapter 18

Peter left the house, seething with anger.

The one thing that she could have said to make him that angry, and she had said it.

He realized he had left his suit and web shooters at home but there was no way he was going back for them. He pulled on his leather jacket and stuffed his fists into the pockets. His cell phone rang but he turned it off, nearly breaking it.

He wandered through the neighborhood and headed towards the city, not sure where he was going.

He noticed that most of the people he passed were straight out gawking at him. Some of them made eye contact and quickly looked away in embarrassment and others stared at him with their mouth opened wide and even turned their heads to watch as he walked past them. What was with everybody today?

When he finally got to a building with a reflection, he checked himself out and felt pretty foolish; he had forgotten about all the bruising on his face. He shook his head and carried on walking.

Looking around, he realized he was near the old factory warehouse where he used to skateboard. He jogged over to check it out; it had been ages since he was here last. The huge Spider-Man symbol that somebody had spray painted was still there. He wished he had brought his skateboard, then he remembered he had stashed one here for days like this. It had been, what, nine or ten months since then? Hopefully nobody had taken it.

He opened up the rusty tool cabinet and was shocked to see the skateboard was still there. Peter grabbed the skateboard and began testing out the old ramps.

A couple hours went by, but Peter was still angry. How could Mary Jane say something like that to him, knowing how much it would hurt? She knew how miserable and guilt ridden he had been; to this day he still had to fight with his depression. After Gwen had passed, it was like a huge hole was ripped from his chest, and for the longest time he didn't feel whole. He had been slowly turning into an empty shell, and when Mary Jane wedged her way into his life, that empty space had been filled completely. He trusted her completely and she had purposely hurt him, and for what reason? She believed that he would break his promise. It was the truth, though. He had broken his promise to the captain, and it had gotten Gwen killed.

Maybe he should have stayed away from Mary Jane. Her happiness had lured him in and he had clung to her like a drowning man hanging onto a life raft.

There was no way he could go back now. He wasn't even sure if he knew how to live without her.

A small part of him reasoned that maybe leaving her, keeping her away from his lifestyle, was the best choice for her and their unborn baby.

He took out his phone and turned it back on to check the time. His phone began to buzz with missed phone calls, text messages, and voicemails. He shook his head and began deleting the messages. He didn't want to talk to her.

There was no way he was going to go home anytime soon. He decided to go walking some more to try to let off some steam.

It began to drizzle, and Peter was glad that his beanie had been tucked away in one of his jacket pockets. He pulled it over his head as the rain began to pick up. A group of guys walked out of a bar in front of him, laughing and joking around with each other, and it gave Peter an idea.

He rounded back towards the old factory he had been skateboarding in earlier. There was a liquor store near there.

It was a cramped little store with an elderly lady at the cash register. He checked his wallet. He definitely had the money to buy something, but there was no way she would sell alcohol to a 19 year old. He walked over to the side of the building and waited for a suitable person that he could ask to buy him something to drink. After waiting nearly half an hour, a man with tattoos covering his arms walked up to the store.

"Uh- hey!" Peter stopped the man before he got too near the door. The man turned to him and looked around to make sure he was actually talking to him.

"What?" he asked exasperated.

"I uh- I forgot my ID at home and was wondering if you could uh buy me something?" Peter said as he pulled out a $50 bill. "You could keep the change?" he added. The Bugle had just paid him yesterday after the whole Eddie Brock thing, so he didn't mind spending that much.

The man stared at the bill and looked around to make sure nobody was watching and then pocketed the money. "Whatcha want, kid?" he smirked.

"Oh uh- I don't really care." Peter shrugged his shoulders.

"You like whiskey?" the man raised an eyebrow at him.

"Yeah, whiskey's good."

The man disappeared inside. The truth was, Peter had never really had alcohol before. Sure, he had tasted it, but he had never been drunk, or even buzzed for that matter.

Almost ten minutes had gone by and Peter was starting to get nervous that the man wasn't going to go through with it, but a couple more minutes and he came out with a brown paper bag and a case of beer for himself.

"Here," was all the man said to him as he passed him the brown paper bag and walked away. Peter checked inside the bag to see a 1.75 L glass bottle of Jack Daniels inside.

"Thanks!" he called out. The man didn't look back but waved his hand to show he had heard him. Peter walked back to the old factory and crawled up onto the top of the halfpipe.

Pulling out his phone he saw that he had another two missed calls and then pocketed it again. He took the bottle of whiskey out of the bag. As he unscrewed the cap, the harsh smell caused him to wrinkle his nose. He shrugged and took a swig from the bottle, coughing it out almost immediately; it had burned his throat. He composed himself and took another smaller sip this time. It had a woodsy charcoal taste that he enjoyed, so he took another swig, ignoring the burning sensation.

Over the next hour he dawdled on his skateboard and every now and then he would drink more of the whiskey. He was getting bored so he sat up on the ramp again and hung his feet over the edge. As the day went on, he began to feel more irritated at how his morning had gone. How dare she say something like that to him after everything he's done for her. He shook his head and buried his hands in his face and found it odd that his face was beginning to feel numb.

He wished he had someone to talk to, but the two people that he lived with were definitely out of the question right now. For one, Mary Jane was the one he was upset with, and there was no way he could explain to Aunt May without her finding out that he was Spider-Man. He opened his phone and began searching through it.

Peter laughed to himself when he got to the name 'Harry Osborn.' "Oh hey Harry, I was wondering if you wanted to get drunk with me in some empty factory? I know you killed my old girlfriend and I told you I'd kill you if I saw you again, but-" he laughed again as he imagined that conversation and took another gulp of his whiskey. Harry probably wouldn't even answer his phone call.

Then again, he had a lot of pent-up anger and stress right now; maybe a fight was what he needed. Maybe Harry would bring the lot of them over and he could see how many he could take out. Or maybe, all he really needed right now was a drinking buddy.

He impulsively clicked the dial button and put the phone up to his ear. It kept ringing and Peter was about to hang up when Harry's voice came through the phone.

"...Peter?" Harry asked, puzzled.

"Harry!" Peter shouted into the phone. "Didn't think you'd pick up."

"What do you want?" he questioned dully.

"Me? I'm sitting here on this ramp and I'm not sure what to do. It's like, I'm bored, I'm angry, my feet are hanging off of this thing right now and I had nobody else to call." Peter wasn't really sure why he decided to call Harry of all people, but the words just tumbled out of his mouth.

Harry waited a moment before replying. "Wait, what? So, what did you want?"

"Look man, if you want to fight me or whatever, ish cool. Just come meet me."

"You want me... to come meet you? No... what is this about man?"

Peter laughed as he imagined Harry's face right now. "I was just thinking about how funny this conversation would be, and I actually called you. I'm hanging up though now, don't wanna keep being on the phone."

"Wait..." Harry sighed heavily. "Where are you?"

"I'm sure you have some sort of tracky thingy on my phone or something, am I right?" Peter snorted.

Silence at first, and then Peter thought he heard a smug laugh before Harry ended the phone call. As he waited to see if Harry was actually going to meet him or not, Peter pulled several of the ramps together to try making one long ramp. Just as he finished, the whirring sound of the glider came into earshot.

Harry flew into the factory and seemed to be scoping the place out. Peter watched him the whole time, sitting cross legged on top of the ramp again, taking swigs of his whiskey and snickering at Harry's paranoid expression.

"Where's the cavalry?" Peter drawled as Harry landed his glider and stepped off onto the floor, raising his eyebrow. Peter saw him slightly wince as he noticed how bruised Peter's face was. The worried look disappeared on Harry's face as he quickly composed himself.

"Just me, man." His eyes darted around the place some more. "Why are we _here_?"

"What's wrong with here?" Peter gestured to the room with a wounded expression on his face, causing Harry to sniff at him. That's when Harry spotted the large glass bottle that Peter was grasping.

"Who are you and what have you done to the real Peter Parker?" Harry gave a small smile and walked towards him.

"Nothin's wrong with the real Peter. He's perfectly fine, the real Peter." He laughed, focused on Harry's goblin suit, and laughed even harder. "_Why _are you wearing that ridiculous thing in my refuge?"

"You're refuge?" Harry repeated with a haughty laugh. "You're drunk. Have you just been drinking alone in here all day?"

"Yup. Hasn' been long nuff though, not yet." Peter jumped down from the ramp. "But sheriously dude, lose the suit, you're weirding me out," he said as he thrust the bottle of whiskey into Harry's arms and staggered back to the ramp.

Harry cleared his throat as he stared at the bottle in his hand. "So let me get this straight, you've been drinking this all day?"

"Yup."

Harry hesitantly nodded his head. "And... you called me here because... you want me to drink with you..?"

"Mhm."

"Who else knows you're here?"

"Nobody."

"Why'd you call _me _though?" Harry arched his eyebrows.

Peter shrugged at him and began to fool around on the skateboard again. "Cus' I'm bored, I'm pissed off, and I don't wanna go home. You're the firs' person that popped into my head."

Harry let out a disbelieving laugh. "It's just that this is like, the last thing that I thought I'd be doing. Did you not just say a few months ago that next time you saw me you'd kill me?" He lifted an eyebrow and smirked at Peter.

"If fighting is what you'd rather do, I'd gladly par-tis-patate." Peter said as he nearly lost his balance on the skateboard. He got off momentarily and looked Harry in the eyes. "But... I called you here to be my drinking buddy for the rest of the night. One night where we don't havta be enemies. I just- I need this, Har." Peter noticed Harry stiffen for a moment at hearing his old nickname.

"Alright, alright. Don't get all sentimental on me." Harry rolled his eyes at him. "I'll hang out for a bit." He detached himself from his suit and placed it next to his glider. "But I swear Peter, if you are deceiving me in any way—"

"—You'll try to kill me. Yeah, yeah. Got it," Peter said in a bored voice. "Now pass me my whiskey. You're babysittin' that bottle."

"Wow, who would have thought _Peter Parker _was a lush? Hold up, I have to catch up." Harry smirked as he unscrewed the bottle. Then, he seemed to be searching for something. "Wait, don't you have a glass or something to put this in?"

"Germaphobe," Peter muttered.

Harry threw an incredulous look at Peter and brought the bottle up to his mouth. He quickly raised both eyebrows at Peter and tilted his head back pouring a considerable portion down his throat. "That should do it." Harry handed the bottle back to an awed Peter. "Now, show me how to ride that thing." He gestured at the skateboard.

Over the next few hours, they made small talk and took turns drinking the last of the whiskey. Peter attempted to show Harry how to skateboard, but they both were getting worse as time went on.

"Dammit!" Harry managed to laugh as he fell from the skateboard and hit his elbow on the concrete floor. Peter smiled broadly at seeing Harry actually having fun.

"Man, thas gonna' be a nasty bruise tomorrow," Peter slurred, holding his hand out.

"Thanks, man," Harry said as he got to his feet. Peter jumped and swiftly climbed to the top of the ramp. "Speaking of bruises, what happened to your face?" Harry questioned as he climbed up after him, albeit much less stealthily. He sat next to Peter and dangled his feet off the ledge.

Peter frowned slightly and brought his hands up to his face. "Whaddya mean?"

"Your face is literally more bruised than not bruised," Harry drunkenly explained.

"Oh! That!" Peter exclaimed as he continued poking his cheek. "My face ish so numb right now."

Harry snorted and shook his head at him. "Well?"

"You can blames that on the Venom-Flash guy. He broke my nose but I fixed it." Peter grinned childishly. "Oh and, my face got shmashed into a brick wall. Thas why I can't feel it nomore maybe." He absentmindedly poked his face again. "But once Flash-Venom guy saw was me under my mask, he knew wasn' me that killed Gwen." Peter nodded and Harry coughed uncomfortably. "Man, don't worry bout it anymore. I don' blame you—" Peter took a small sip from the bottle, "—nomore."

Harry let out a heavy sigh. "Man, Peter. I am so- so sorry about what I did."

Peter shook his head at him. "Don' wanna talk bout that tonight." Harry gave a grateful nod and Peter continued his story. "So when Flash saw was me, he and the sand guy decided they were ditching you guys and, I'm leaving out portant details I think but you get the picture." Peter hiccuped and went to take another sip but the bottle was empty. "Oh man, we're outta booze," he frowned.

"Yeah, last night they came to the—" Harry suddenly went quiet and flashed his eyes quickly to Peter. "—they told Doc Ock they were leaving. He's not too happy. I think you may have nearly broken up the Sinister Six," Harry snorted.

"Can't you jus like, stop the whole thing? Is just you, Electro, Doc Ock now?" Peter's words were almost indecipherable now.

Harry shrugged. "As of right now, we're kind of on hold. Doc Ock is attempting to recruit more people. Don't think he's gonna have much luck. The guy is much stronger than me though. Don't wanna piss em' off." He looked down at the empty bottle in Peter's hands. "Uh-oh, looks like we need a refill."

Peter smiled widely at this. "So, you're stayin' longer? I thought you said you were jus gonna hang for a bit?"

"Nah, I'm actually having fun." Harry clumsily got to his feet and noticed the grin on Peter's face. "What are _you _so happy bout? We drank all the booze."

"I'm jus- just trying to appreciate tonight, you know? It's like our one last times out where we can be jus Peter and Harry. I miss it. You were like, my only friend man. Some- shometimes I jus wish that I never got these powers. I'd give them up to be able to go back in time and fix this." He gestured between the two of them. "And- and save those I wasn' able to."

"Maybe... maybe it doesn' have to be the last night," Harry said quietly.

Peter raised his head towards Harry. "Whaddayamean?"

"I just think..." Harry started to say, but seemed to change his mind mid-sentence. "...nothin'. What time is it? I'm gonna grab another bottle."

Peter, seemingly not noticing Harry hadn't answered his question, took out his phone from his pocket and began to turn it on. "Where's your phone?"

"Left it at home, didn' wanna be tracked." Harry smiled but it didn't reach his eyes.

"Damn, thas bright." Peter shielded his eyes momentarily as his phone turned on. "Okay, it is... nearly midnight o'clock!"

Harry nodded his head. "Cool, they should be open still. Be right back." And with that, Harry dashed out of the building.

Peter had begun to swing himself around the large room from the hanging chains when he felt the phone in his pocket buzz. He pulled the phone out of his pocket and saw Mary Jane was calling him again.

"Hey!" Peter shouted into the phone as he continued to swing from the chains.

"Peter!" Mary Jane blurted out into the phone. "I didn't think you'd actually pick up."

"Why'd you call then?" he huffed.

"I... I just wanted to apologize, Peter. I shouldn't have said that earlier today; it was disrespectful and hurtful. I won't make excuses for what I said, it was so wrong." She paused and Peter heard her sniff. "When will you be home?"

"Idunno." Peter rushed out. "Later tonight, tomorrow maybe. I'm jus takin' some time to myshelf right now."

He was torn; part of him wanted to go home and comfort _her_, but he was still upset that she had used that against him, and then he also wanted to stay here and drink and have a one last fun night with his old friend.

"Are you drinking?" Mary Jane asked in a shocked tone.

"Uhhhh—" Dammit. Peter dropped down to the floor and ran his hand through his hair. "Yeah. I'm kay though, jus _really_ really tipsy," he laughed.

"Do you need me to pick you up? I can use Aunt May's car," she said insistently.

"No. No, no. I'll- I'll be home tomorrow, kay?"

There was a pause. "Okay, Peter. Please be careful, though. And um, tomorrow we can let Aunt May know."

"Yeah! And- yeah that sounds good! Can' wait to find out what we're havin'." Peter grinned into the phone. "No matter what, though, Imma teach em' how to skateboard by the time they're two!"

Mary Jane let out a small giggle. "You probably would. I love you, Peter, and I'll see you tomorrow." She hung up the phone.

Peter sighed and whispered, "Love you too." and placed the phone back in his pocket. When he turned around, Harry was staring at him, his face unreadable, and a new bottle of whiskey in his hand. "Guess my spider sense don' work right if I'm drinkin'. How much didya hear?" Peter questioned.

"Seems that you're gonna be a father," Harry said as he unscrewed the lid and began downing a large amount of booze. "That why you're here?" he asked as he passed Peter the bottle, who warily took it and followed suit.

Peter shook his head. "Nah, man, not that. I left cos' of somethin' she said to me this morning, pissed me off." He took another swig. "Look, ish important people don' find out who Spider-Man ish now." Peter placed his hand on Harry's shoulder, "Please, Har, don' tell no one bout this? Can I trust you with that?"

"Course, man. Like I told you before, I'll do whatever it takes to make up what I did to you, Pete," Harry told him sincerely. "I'm happy for you, man. Congrats."

"Cool." Peter grinned. "Thanks. I'm nervous as hell, but also excited, ya know?."

Harry nodded his head. "Well, I guess it's time to see if we can finish bottle numero dos."

"Hell yeah, dude," Peter said as Harry and him went back to laughing and goofing around on the ramps.

It was odd, Peter thought, that he and Harry were able to so naturally get along with each other, even after everything they'd been through. The small, teasing insults they would hurl at each other, the comfortable silences; it was just like the first encounter he had had with Harry when he had gotten back from boarding school. The next several hours went by in a blur.

"Okay so you — wait wait wait — _how _exactly do you shtick to walls?" Harry slurred as Peter was describing the time his Aunt May almost caught him in his Spider-Man suit one morning.

"You see, I haves these little retracabible microhairs on my palms, and voila! Here, watch!" Peter said as he stumbled to the nearest wall and began to climb up it, and onto the ceiling. "I- I don' have my web shooters so this ish bout- whoah you look so weird upside down."

Harry began to laugh. "Man, you're the one upside down right now. I don't have retrac-whatever hairs ons my palms," Harry said as he lifted his palms towards Peter as if showing him.

"Wait, where ish the floor!?" Peter shouted down to Harry as he began crawling around on the ceiling which caused Harry to laugh even harder as he held his sides. "Dude, get somethin' to get me down, everythin' ish in twos right now, and thish hooded shirt is blocking my view," he said as he squeezed the hoodie over his head and tossed it to the side.

Harry took a moment to control his laughter and stumbled over to the rusty cabinets at the other end of the room. "Okay okay okay, let's see what's in this cabinet! What the fuck ish in this cabinet!?" he said as he opened the first one. "There's nothin' necessary in this cabinet, I'm gonna slam this one shut now. Let's move onto the next cabinet!" he said as he opened the second one. "There's a punching bag in this one, I'm gonna take it out."

"But how's that gonna get me down?" Peter asked as he watched Harry string up the punching bag to one of the hanging chains.

"Dude, you're The _Amazing _Spider-Man, jush jump down!"

Peter thought for a moment. "Okay, yeah. Yeah, you're right," he said as he let go and landed ungracefully on his stomach. "Ohmygod ow," Peter said as he staggered to his feet and shuffled over the to punching bag.

"See? You're all- all good," Harry told him as he began to hiccup.

"Wow, this punching bag ish orange," Peter said as he started to hug it. "Dude, dude you have to try this. Ex- excepts you can't hug it like ish a person, you havta hug it like ish a punching bag."

"Peter, if I had like thirty-seven punching bags, I would totally give you one, but only one," Harry told him earnestly.

"Thanks, man!" Peter grinned. "Where- where'd I put my hoodie?"

"Idunno." Harry gave him a quizzical look and walked back over to the cabinets.

Peter let out a mournful sigh. "I have lost my hoodie - but I found myself!"

Harry snickered as he picked up an odd square piece of plastic on the floor next to some tools. "Whaddya think this ishfor?"

Peter let go of the punching bag and studied the plastic. "Idunno man, but can you check if there'sh another one? I wanna see if I can use it as a square sled on the ramp." Harry went over and found another one and handed it to Peter.

"I don' wanna fucking rhombus!" he yelled, but then realized he was just holding the plastic wrong.

Harry howled with laughter and Peter attempted to climb the ramp again with his piece of plastic. By the time he reached the top of the ramp, he collapsed, a large burst of laughter shaking his whole body. He tried to get up but he was laughing too hard to even move. His vision became disoriented at first and then darkness started to cloud his eyes.

Peter woke the next morning with a mind-splitting headache. His back hurt and he was confused why he wasn't in his bedroom.

As he moved his hand up to shield the blinding sunlight from his eyes, he heard a loud crash. He realized he was on the top of the skate ramp and had knocked the remaining bottle of whiskey off the edge, causing it to shatter on the concrete floor.

"What the hell!?" he heard someone shout. Looking to the right, he saw Harry jump up off the ground, looking around in a daze. Why was Harry here? Last night started to rush back into Peter's head and he groaned, causing Harry to look up where he was. "What was that for?" he yelled up at Peter.

"My bad, man. Knocked it over when I woke up," he responded, getting to his feet. His legs felt stiff so he stretched a bit before jumping down to the floor. He kicked all the pieces of glass into a pile and began walking around the large room, gathering up all of his belongings.

"Apparently I used this tool box as a pillow last night." Harry laughed as he kicked the box over.

"Ha, yeah," Peter mumbled as he tried to find his hoodie. "Um, I'm heading out. My head is pounding," he said as he finally found his hoodie hanging from one of the chains. "I guess- I guess this is it then," Peter said as he held his hand out to him.

Harry raised an eyebrow at him, ignoring Peter's hand. "So, we're really going to go back to being enemies then?"

Peter sighed and brought his hand back down. "I don't know, Har. Maybe we don't have to be enemies exactly... we can be neutral? I know I shouldn't have called you last night. I didn't realize how much I had already drank by that time," Peter said as he brought out his cell phone and was shocked to see it was nearly two in the afternoon already.

"I don't know what to do to make you believe me, man. I'm sorry. You know me, I never apologize for anything. I caused you so much pain, and I'll never be able to take that back, but at least let me attempt to make up for it," Harry said desperately. "I miss my best friend, and I hate that I caused this. Seeing those memories of us as friends when we were kids, how you were planning on trying to save me because you actually did want to help me, you were _always _my friend and I was blinded by hatred. I really fucked up."

Peter was about to say something, but the lump in his throat made him hesitate. He couldn't deny it; he missed his best friend, too. "You know, after everything that happened... it was so hard for me to go on. I lost so many people, including you." Peter looked at Harry. "And I blamed myself for- for everything. There was a time, before I fell for MJ, that I nearly ended my life." Harry tensed up at this. "Yeah, that's how low I felt. And then you continued to try to make my life hell. You've done some horrible things, Harry."

Harry yanked a fistful of his hair. "I know, man! I know what I've done and I hate myself for it! I can't change the past. I can't even change myself; I have this other side of me that at this moment is screaming at me to tear your head off right where you stand, and I'm resisting so hard right now because I don't think I could ever kill you."

"Harry..." Peter started. Harry had never confided in him like this since before he left for boarding school. Seeing him like this stirred new emotions in him, and he had the sudden urge to help his friend.

"I just don't want to go back to being enemies, trying to kill each other. You... you were the one true friend in my life, Peter, and I fucked it up," Harry said as he harshly ran his fingernails down his scalp. "SHUT UP!" he yelled to himself, or at what Peter believed was his alter-ego, the goblin. Harry's eyes danced between blue and green, and Peter could see the anguish behind them. "I don't know what it is, or what I'm going to do, but I swear I will make all of this up to you."

"Harry... I know I told you that there was no hope to cure you. But maybe- maybe there is something I can do," Peter slowly said to him.

"Wha- what?" Harry questioned and Peter could see a confused, yet hopeful gleam cross his features. "But, you said the spider venom was coded to your DNA, and there was nothing that could be done."

"I know what I said, but I was just trying to hurt you, piss you off, whatever I could do to get back at you. But... if I had the right equipment, I could try breaking down the coding from the spider venom and DNA, and we can start from the beginning. Breed more spiders, but use your DNA instead."

"Are you serious? You- you think that would work?" The green in Harry's eyes had faded away.

"Honestly, I don't know Har. I'll try my best, though. We already have all the information so it's basically replicating the data and rebreeding the spiders. Like I said, though, I have no idea if this would even work. You can't take it out on me if there's nothing I can do."

"I have all the equipment you'd need, man. I can set up a private room for you to do your work in, give you a badge and a key for the building, whatever you need," Harry began in a determined tone.

Peter nodded his head a fraction. "Okay. But... I can't let MJ know I'm doing this, at least until everything is finished. It would have to stay between me and you. We're taking a big risk, and if anyone finds out about me or about you..."

"I completely understand, man. But, Felicia will have to know, of course," Harry started as Peter was about to protest, "Listen, she already knows about you, and that I know who you are. She'd be pretty upset not knowing why I'm letting you use the private sections of the building whenever you please, and then she'd probably resort to spying on everything that you do in order to find out what we're up to all by herself."

"Alright, that's fine," Peter answered in a somber tone.

"I know I don't deserve this, man, but thank you for this. You don't understand how much this means to me." Harry moved forward to pat him on the back, but Peter stepped back away from him.

"Harry... this doesn't really change anything. I'm doing this because I still feel guilty about what happened. There's just- just so much damage we've done to each other, I don't think we'll ever be able to go back to how it was," Peter said as he kept his eyes lowered to the ground.

Harry didn't reply to what Peter had said, instead he began to get into his suit. "Give me a few days and I'll have that room set up for you. I'll have a private bank account set up for you as well," he said as he jumped onto his glider.

"I don't need the money, Harry."

Harry half-smiled at him. "Sure you do, you're going to be a father soon, remember?" And with that, Harry flew away on his glider.

* * *

Peter was about to walk into his house, when the front door opened and Mary Jane leapt towards him and wrapped her arms around his torso.

"Peter, I am so so sorry about what I said yesterday, and—" Mary Jane began to say, but Peter pressed his lips to hers to cut her off. Holding her hand, he led her into the house and shut the door.

"Don't apologize again, okay? I know you didn't mean it. You're just worried about your and the baby's safety. I get it," Peter said as he kissed her again on the tip of her nose.

Mary Jane shook her head. "But I never should have said that to you. I could see how instantly hurt you were, and that wasn't fair of me. I trust you, Peter, and if you think what you did was best that night, then I believe you."

"Never be afraid to tell me how you feel, alright? I'll always take what you say into consideration. If I had thought they were a danger to any of us, I would have ended things differently. Just- just _please _don't ever use that against me again. It hurt so much to hear it, especially from you," he said as he pressed his hand to his head and groaned.

Mary Jane nodded to him. "I love you, Peter, and I hope you never have to go through that kind of pain ever again." She tousled his hair. "And... you're hungover aren't you?" she said with a smile.

"Oh yeah I am," he said grudgingly.

"Go upstairs to sleep for a bit then. Aunt May will be back tonight after work and then we can let her know the good news. Also, guess what!"

"What's up?" Peter asked.

"I scheduled my doctor appointment for today at six to hopefully find out what we're having," Mary Jane said with an excited smile, which faded when she saw the state he was in. "But... I can reschedule if you're not up for that today?"

"No, no, don't reschedule. That's great, MJ!" Peter said as he began to walk towards the stairs. "Wake me up when you're ready to go. I really need to lay down right now before I pass out from this headache."

"I will. Hope you feel better soon," Mary Jane said as she walked over into the living room to watch TV.

Peter was shaken awake several hours later. "Wake up, Peter! It's time to go to the appointment!"

"Huh, where what now?" Peter jolted up.

"Oops, sorry. You're usually such a heavy sleeper, and I forgot about your hangover. How are you feeling?" She gave him an apologetic smile.

"Much better, actually," Peter said as he got out of bed and began to get dressed, with his suit under his clothes.

Mary Jane looked at him suspiciously. "You're not swinging us to my appointment, are you?"

He rolled his eyes at her. "Of course not, you silly girl." he went to tousle her hair, but she quickly moved out of the way.

"Not before my appointment, Peter!" she giggled as she ducked out of the way. "Hah, too slow." She smiled boldly at him.

Peter raised an eyebrow and smirked at her. "Oh, really?" he said mischievously as he crouched.

"Peter..." Mary Jane said with a warning in her voice. His smirk just got bigger. "Peter, you wouldn't." She backed up.

All of a sudden, a flash of color leapt toward her and she found herself on the bed with Peter over her, cradling her in his arms. He bent down and pecked her on the lips.

"You were saying?" he asked with a hint of laughter in his voice.

"Okay, okay. You got me." She kissed him back and he let her off the bed. "We have to go now though."

Peter followed her out the door and they took a bus to the city.

"It is such a beautiful day out," Mary Jane said as she exited the bus, a few blocks away from the doctor's office.

"Yeah, it is. Reminds me of you," he said as he wrapped his arm around her shoulder, and nuzzled his face in her hair.

"You're so cheesy," she chuckled, blushing.

Suddenly, a couple police cars speedily cruised past them. She turned to Peter who gave her a regretful smile.

"Be right back, promise," he said as he kissed her forehead and ran behind a building to change.

"Hurry up, the appointment is in 15 minutes!" she called to him.

It turned out to be a false alarm. What someone thought was gunfire had actually just been a car with an awful backfire. At least nobody got hurt, he thought.

He shook his head and swung back to the doctor's office. At least he was going to be on time for Mary Jane's appointment.

Quickly putting his normal clothes back on, he ran inside the building and found that Mary Jane had already gone into the room for the appointment. The nurse shot him an annoyed look and brought him to the room she was in. With a quick knock on the door, she let him in and then sped off towards the front desk again.

"Here!" Peter said as he hurried in and shut the door. Mary Jane beamed at the sight of him, while the doctor gave him a tiresome stare. He had winter-white hair and blood-flecked eyes from his age. "I didn't miss anything, did I?" Peter asked as he walked over to Mary Jane.

"Nope. Almost, though." She shot him a wink.

Peter grinned at her and then looked down at her bare stomach. "Uh, what's that clear gooey stuff for?" he frowned and looked at Mary Jane, who attempted to suppress a giggle.

"That would be the ultrasound gel. It allows the waves to transmit directly to the tissues beneath and to the parts that we need to see," the doctor began dully. "I'm going to glide this plastic transducer over her belly, and you two will be able to see your baby's image up on this screen here." He pointed to the TV screen in the room with a frail finger.

"Okay, great," Peter answered and began rubbing Mary Jane's hand between his thumb and index finger.

"I'm all ready when you are," the doctor said to Mary Jane, who nodded to him. He pressed the transducer over her belly and slowly shifted it around, letting out an occasional 'hmm.' Peter and Mary Jane kept shooting each other anxious glances. "Ah, well that can't be right," he said as he adjusted his glasses and stared at the screen.

"What's wrong?" Peter asked.

"Wrong? No, no, nothing is wrong. Just something I must have overlooked last time. Although, that would explain the abnormal hormone levels," the doctor chuckled.

"What? What is it?" Mary Jane asked curiously.

The doctor pointed to the screen in two different areas. "You see these two areas here that are pulsing?" Peter and Mary Jane both nodded to him. "Well, those are two heartbeats. You're having twins."


	19. Chapter 19

Even on the cloudless, sunny days, Osborn Manor had an ominous feel to it. The unusual dark brickwork caused the large dwelling to stand out among the surrounding buildings.

Harry made his way up the stairs in the entryway, sunglasses still covering his eyes. Portraits of his ancestors lined the walls, coated in a fine layer of dust. Their eyes seemed to bore into him as he passed. He gave a light shudder and made a mental note to toss them out when he had a chance.

Last night had been so bizarre, he wouldn't have believed it happened; the only proof he had was a raging hangover. They had made progress, though, hadn't they? He didn't know what he could do to make up for the things he had done, but even so, Peter promised to try to make a cure for him!

I don't deserve this, Harry thought. After everything that's happened, he's still willing to help me.

Peter may never fully forgive him for what he'd done, but Harry hoped that, sometime in the future, they could be friends again. The goblin growled in the back of Harry's mind at this, causing him to wince in pain.

His body was exhausted from the night he'd had. His neck and back ached from sleeping on the ground, and he was drained from keeping the goblin at bay all night. He toppled onto his bed fully dressed and closed his eyes, hoping to catch up on some sleep. There was a slight creak on his floorboards and he groaned inwardly.

"Go away, Felicia," he muttered. Felicia laughed.

"Not a chance," she said as she hopped up on top of his desk.

Harry sighed and sat up, shooting her an annoyed look.

"You couldn't have just let me sleep?" he questioned.

She blinked at him. "Hey, I've been busy all night, and I have good news for you. You could be a little more appreciative."

"Good news?" He looked curiously at her.

"So now you want to listen to me?" she teased and began admiring her nails.

"Not really, no." Harry playfully flung a pillow at her as he got to his feet; she caught it and tossed it back on the bed. "But, you'll tell me anyway, I'm sure."

Felicia rolled her eyes at him. "I was called in by Doc Ock yesterday afternoon. He has decided to attempt to find more recruits, since we've lost three already. Electro has gone with him."

Harry sniffed. "Good luck to him. Mr. Fiers and I already found the most worthy candidates, and even some of them weren't up for the whole 'team' thing."

"Hey, what ever happened to Mr. Fiers? I've noticed you two don't keep in contact anymore." She raised an eyebrow at him.

Harry paused briefly before answering. "I... let him go. He was unnecessary once he assisted me in getting out of that hell-hole. Besides, you're far more qualified than him." He smirked at her.

"Well, I'm flattered, Mr. Osborn," she mocked as she batted her eyelashes at him.

Harry picked up an empty glass on his dresser and twirled it in his hand. "So, I guess this is essentially the end of the Sinister Six?"

"Always the pessimist. I didn't tell you the good news yet; _I _found us another recruit, and it only took me a couple of hours to figure it out," she laughed.

"You what?" Harry asked, holding the glass still.

"Found a replacement for that Flash kid." She smiled. "You know my friend Betty Brant, right?"

"Uh-huh," Harry said as he sat down in his leather armchair. Was she implying that her naive brunette friend was joining them?

Felicia gave a humorless laugh. "Looks like, once again, your old friend Peter is responsible for creating his own enemies." She took out some red lip gloss and began applying it to her lips. "Someone else is pretty peeved with Parker."

"What are you talking about?" Harry asked, expressionless. "Tell me everything."

She looked hesitant at first, but shook her head and began to divulge what happened. "The guy Betty was dating, Eddie Brock, was trying to get a job at the Bugle, apparently. They'd been dating for about a year now. I've met him a few times: stubborn and tenacious, not too bad on the eyes..."

Harry made a low growling sound and Felicia winked at him.

"... Anyways, Eddie photoshopped a picture of Spider-Man, Parker obviously knew it was a fake and exposed him as a fraud in front of the editing team, their boss, and Betty. He got fired immediately, Betty broke up with him in front of everyone, and he won't be able to get any kind of reliable job for awhile. After Betty told me about this, and after Doc Ock told me he wanted more members, it was obvious what I should do. So I went and sought out Eddie, had a chat with him, and he agreed to join us. He will be taking the venom suit."

"Does the Doc know about him yet?" he asked, hopeful. If nobody else knew, he could easily get rid of this guy.

"Yeah, I called him and let him know right after my meeting with Eddie. He seemed pretty pleased," she answered with a smug smile.

Harry nodded. It was too late for that then. Suddenly, Harry's eyes went wide with realization. "...Wait a minute... Felicia?"

"Hm?" she asked as she hopped off the desk and walked over to the counter to pour herself a drink.

"So this Eddie guy, you told him that Peter is Spider-Man?" he questioned, a cold look in his eyes. When Felicia nodded in confirmation, Harry felt his control quickly slipping and his hands began to shake.

She turned to Harry and started to sip the amber liquid. Her smug expression was making him sick. All of a sudden, he took the empty glass in his hand and hurled it at the wall behind her, causing it to shatter everywhere.

"What the HELL, Felicia!?" he roared at her.

"I can say the same thing, Harry! What the hell is your problem!" she yelled as she swiftly jumped away from the glass shards.

"_Why_ in the hell would you do that? You knew I specifically didn't want anyone else knowing," he said with a furious glare.

Felicia gulped as she saw his eyes flicker from blue to green.

"He knows not to tell the others or anyone else," she said. "He's patient. That was the only way I was going to get him to help us, though."

"We didn't need his help," Harry said through clenched teeth. "Where is he? I'm going to get rid of him before he does something stupid. I'll figure out some cover story for the others," he growled as he made a movement toward the door.

Felicia barred his way. "Harry, wait. I already gave him the suit. You don't want to fight him like that, he's stronger than you. He won't do anything stupid. I'm the one who gave him the suit. He trusts me and he'll listen to me."

"You already gave him the suit?" he sputtered.

She crossed her arms with a spiteful look on her face. "I thought you'd be happy. You've just been so- so miserable lately, Harry. I'm your friend, and I was trying to help. It's like you're losing your focus on what's important. Peter Parker ruined your life, he betrayed you. Why the hell are _you_ so bent on protecting him?"

He shook his head but didn't answer her.

"Well? What's going on? Speaking of Peter, I noticed you left your phone here last night. You have a tracker on your glider, you know that. I told you I was busy yesterday... so why'd you meet up with him?"

Harry stared at her with complete disbelief on his face. "You followed me?"

"Yes, Harry! I wanted to know what was going on with you. You're not yourself lately. Why do you think Doc Ock called me instead of you yesterday? Everyone can see it." Felicia spat at him.

He took a moment to slow his breathing before continuing talking to her. "Felicia, he may be able to create a cure for me. That's why he called me and that's why I met up with him yesterday." There was no way he was telling her about them drinking together. She wouldn't understand.

"And you actually believed him?" she snorted. "Harry, I thought you were smarter than that. Why would _Peter Parker_ ever help you?"

Harry deliberated briefly, unsure of how much information he wanted to give her. He didn't know how she would react if she knew how he really felt. He didn't think she would betray him by telling the others, but there was _always _that chance with people.

"Whether or not he does is irrelevant. I'm giving him access to a private lab at Oscorp. He may come and go as he pleases. If he is able to create a cure for me, that's great. If not, then, not so great for him."

"You're letting _him _into Oscorp!?" she yelled indignantly.

Harry narrowed his eyes at her. "Yes, Felicia. Oscorp is my company, my building, I _own _the damn place. _You _just work there."

Felicia's face flashed with hurt momentarily, but she was quick to cover it up. "So if he is lying to you, or unable to create this 'cure,' you're going to take him down?"

"Of course." He grinned.

"And if he does create a cure? What then?" She smiled sarcastically.

Harry faltered for a moment. "I don't know, Felicia, okay? Can I please get some rest now." With that, he headed back to bed. He wasn't sure how much longer he could keep this up. Her questioning looks, smug expressions, they were irritating him beyond belief.

She smiled slyly at him. "You don't fool me, Harry. You're losing your touch. You're so much better than this. Befriending someone like Parker." She shook her head and laughed. "Maybe you don't need that cure. I think you need the goblin. You're going weak. Maybe _I _should go exterminate the bug, if you're not up to it—"

Harry sprung at her, knocking her to the floor, wrapping his hands around her throat. She tried and failed to pry his hands off of her. She gasped for air as his hands began to tighten. He glared at her with a malicious smile.

"I'm sorry, what were you saying?" Harry laughed at Felicia's panicked expression as she was face to face with his vivid green eyes. His weight on her chest was making it even harder to breathe.

"Har—" she began, her face turning blue.

With one final snarl, he released her and got to his feet. Felicia inhaled deeply and took a couple minutes to get her breath; bruises were already beginning to form on her neck.

As Felicia was catching her breath, Harry quickly downed a glass of gin. Closing his eyes, he focused on his breathing and counted backwards from 60 before speaking again. When he reopened his eyes, he felt in control again. Felicia was sitting cross legged on his bed looking disgruntled.

"You okay, Licia?" Harry asked quietly.

She tossed her hair over his shoulder and shrugged. "Of course I am," she sniffed.

Harry nodded. She hated showing any kind of weakness.

"Look, I'm going to be crystal clear with you. You're either with me or against me. If you're with me, I need you to respect my decisions. If you're against me, then leave now." he said as he remained eye contact with her.

Felicia gave a small resigned sigh. "You know I'm with you, Harry. You once told me to make sure you don't lose sight of what you want. If you've really changed your mind, then I'll _try_ to see it your way." She rolled her eyes.

He smiled lightly at her; she was definitely a stubborn person. "Thank you. As for Peter, I'm not sure what I'm going to do yet. He's trying to help me though, so I won't betray him, and you won't either—" She scoffed. "—I mean it, Felicia. I don't think you realize the depth of the hole I've dug for myself." He rubbed the back of his neck absentmindedly.

"I can assure you that I do. So, let me see if I have this right. Peter and you _used _to be best friends, you find out you're dying and want Spider-Man's blood to find a cure for yourself, Spider-Man A.K.A. Peter Parker, your 'best' friend denies you that. He was going to let you die, so you had to figure out a way to help yourself. You did. You wanted revenge against Spider-Man, you figure out he's really Peter, and you kill his girlfriend and end up in Ravencroft for months.

"You break out, form this incredible team of super villains, and you murder more people. You attempt to find out how to cure yourself to no avail, and then suddenly have a change in heart. Now you want to be best friends with Peter Parker again, when everyone else on our team wants him dead. You can't stop them now, and you don't want them to find out that you know who Spider-Man is. They'd probably kill you, and him, and me for helping you. So you're risking both of our lives to protect someone who betrayed you," she said in a tone dripping with sarcasm.

"You have most of it right, but he never betrayed me. He was always a true friend, I'm the one who ruined everything." he shook his head. "And even after everything that I've done, he's willing to help me cure myself."

"If you honestly think he's going to help you, fine. I'll tolerate his presence at Oscorp, but if I think he's up to something in any way, I won't be so subtle about him to the others. I have a bad feeling about this, Harry," she said as she slid off the bed and walked towards the door.

He walked over to her and put his hand on her shoulder. "Don't worry about it. I'll handle it, you know I will. I won't let any harm come to you."

She raised an eyebrow and pointed to her neck. Harry's face flushed and his icy blue eyes grew cold.

"That's the reason I need this cure. I don't want to hurt people anymore. I don't want to be this monster," he said, his eyes trailing to the ground.

"You're not a monster, Harry." She leaned towards him and planted a kiss on his cheek. With one last look at him, she hurried out the door.

He brought his hand up and lightly touched the spot where she had kissed him. Looking towards his bed, he knew he wouldn't be able to fall asleep now. He decided to go to Oscorp to prepare a room for Peter to work in. He still couldn't believe Peter was going to try to save him.

I hope this works, Harry thought to himself, and then laughed at the irony.

Peter Parker was his only hope now.

* * *

"Twins," Peter repeated as Mary Jane and he walked through the door.

"I know, that was pretty unexpected," Mary Jane agreed. "But we'll get through this."

Peter nodded to her. "It's just... wow! I never thought I'd ever have a kid, and now we're having two!" He grinned at her. "A boy and a girl, too. This is incredible."

Mary Jane burst into tears and Peter's grin fell. She wrapped her arms around his torso and buried her face into his shirt.

"MJ, what's wrong?" he said as he rubbed her back.

"I just— just—" she couldn't get the words out.

Peter tilted her head up towards him. "What's wrong? You're scaring me," he said with an anxious laugh.

She let go of Peter and began wiping her eyes with the sleeve of her hoodie. "Nothing's wrong," she sniffed. "I'm just the luckiest girl in the world to be with you."

Peter rolled his eyes at her. "You really freaked me out. I thought we were going to have to take another trip back to the doctor," he laughed as he scooped her up into his arms.

"What are you doing?" she giggled as she wiped away the remaining tears that were on her face.

"Bringing you upstairs, of course," he grinned and kissed her nose, heading towards their bedroom.

"I can walk, you know," she smiled broadly at him.

Peter opened up the door with one hand and then set her on the bed. "I know that, but I like having an excuse to hold you." He winked at her.

"You're such a goof." She shook her head.

Peter jumped on the bed and positioned himself over her. "Yeah, but I'm _your _goof."

"Yes, you are." She pulled his face towards hers and kissed him.

He kissed her back and she wrapped her arms around his neck. Peter ran his hand down her leg causing her to shiver; he caught her thigh and lifted her leg up alongside his.

Just then they both heard the front door open and close.

"Peter, Mary Jane, are you two home?" called out the motherly voice of Aunt May.

"I'll take a rain check," Mary Jane whispered to him. Peter rolled his eyes and crawled off the bed.

"I'll hold you to that." He smiled.

She quickly ran her fingers through her hair and looked up at him.

"I guess it's time to tell Aunt May?" she said timidly.

Peter pretended to gulp. "Maybe we can wait a couple more months? I can just keep buying bigger hoodies for you," he teased.

"Ugh, let's just go down," she said as she got out of the bed. "I just don't want her to be disappointed."

Peter took her hand in his and they made their way downstairs.

Aunt May was already in the kitchen preparing dinner for that night. Peter made an awkward cough and Aunt May looked up from the oven.

"Um, Aunt May, I was- we were wondering if we could talk to you," Peter said as he gestured toward the chairs at the table. Aunt May nodded and sat down. Mary Jane sat next to Peter and right away he grabbed her hand from under the table.

"What is it, Peter?" Aunt May looked curiously at him.

Peter opened his mouth and closed it again. He quickly looked between Mary Jane and his aunt. This was more difficult than he had thought.

Aunt May raised an eyebrow at him and turned towards Mary Jane. "Mary Jane?" she questioned as Mary Jane's eyes opened wide.

Peter swallowed. "Shespregnantwerehavingtwins."

"Slow down, Peter. What did you say?" Aunt May chuckled at him.

Peter closed his eyes quickly and sighed. "Mary Jane is pregnant. She's four and a half months already. I know you're going to say I'm irresponsible, I'm—"

"Oh, Peter." Aunt May got out of her chair and embraced him in a hug. "I know Mary Jane is pregnant. I've just been waiting for you two to tell me. And yes, I think maybe you two could have waited a little longer, but I'm not upset or angry with either of you," she said as she let go of Peter and hugged Mary Jane.

"You- you knew?" he looked at her in disbelief. Mary Jane looked especially relieved.

"Of course I knew. She's been glowing with this new kind of happiness for the last few months. Then all of a sudden, all she's wearing around me are your hoodies." Aunt May raised her eyebrow at them. "I'm truly so happy for you two," she told them as she took out a pair of keys from her pocket and handed them to Peter.

"What's this for?" he held the keys up at her.

"Now that you two are going to be parents, you're going to need a car."

"Aunt May, we couldn't take your car," Mary Jane told her. "What would you do?"

"I'm getting a different car. This one is already paid off, so you two don't have any excuses. The insurance is so low as it is, and you two need this." She crossed her arms. "And I'm _not _taking it back."

Mary Jane got up and hugged Aunt May again. Peter smiled and thanked her.

"So, what are you having? I have a feeling it's a little boy in there," Aunt May said, shaking her finger towards Mary Jane's stomach.

"Eh, actually, we're having twins," Mary Jane said quietly. "A boy and a girl."

"Twins!" Aunt May exclaimed. "Oh my, we are going to have our hands full here!"

Mary Jane seemed to brighten up at this. "So, we can stay here? We don't have to move out?"

Aunt May let out a kind laugh. "I'd _prefer_ you all stay here. Heaven knows you two will need all the help you can get. Twins!" She shook her head again. "Oh, Mary Jane, I have also been working on this." She ran into the living room and came back with a box with a small white ribbon on it.

"Here you go, honey." She set the box in her lap.

Mary Jane opened up the box and pulled out a large crocheted blanket. "Thanks, Aunt May, it's beautiful, and so soft." She rubbed the blanket on her face. "Did you make this?"

"Mhm. Peter actually caught me knitting it not too long ago." She winked at Peter who was staring at the blanket with an odd expression on his face.

It's definitely a coincidence, Peter thought as he stared at the all too familiar red and blue colors on the blanket. A thin black pattern swirled around the blanket that looked suspiciously like... webbing? Peter shook his head.

"Thanks, Aunt May." Peter kissed her on the top of her head.

"Just something for the little one- well, little ones." She let out a cheery laugh. "Now you two can go back upstairs. I'll call you down for dinner."

Peter began to walk towards the stairs, but Mary Jane stayed in the kitchen. "I'm going to help Aunt May with dinner."

"No problem," he called out as he jogged up the stairs. His phone began to vibrate as he reached the top. He pulled out his phone and saw that Harry was calling. Looking over his shoulder to make sure neither of them were following him, he answered the phone and shut his bedroom door.

"Harry, what's up?"

"Just calling to let you know I've got everything set up for you at Oscorp. I was thinking you could start on Monday," Harry said evenly.

"Oh uh- yeah that's fine, Har," Peter answered blandly. His head was still spinning from finding out Mary Jane and he were expecting twins.

There was a pause on the phone. "Look, Peter, I understand if you don't want to help me. Are you still up for this?" he asked dejectedly.

Peter furrowed his brow. "What? No, no. I do want to help, and I will. Monday is fine."

"Great," Harry said with such enthusiasm, he could just imagine the grin on Harry's face as he said it, the corner of his lip twitched as he tried not to smile.

"So what do I say when I get there?"

"Don't worry about that stuff. Felicia will show you where to go and she'll give you your badge to get around the building. Also, I've already set up an account for you. I'm not putting your name on payroll for obvious reasons, so I'll give you that information later. I'm just going to make it simple and transfer $1000 weekly."

Peter couldn't believe his ears. "Harry, did you just say $1000 a week?"

"Oh- were you thinking more? No problem man, I can double that," Harry said anxiously. "Or- what were you thinking? Just give me a number—"

"No, Harry don't do that. I don't need that much money. I'm doing this to help you, like a favor for a- a-" Peter stuttered as he realized what he was about to say.

Harry let out a small laugh to ease the awkwardness. "Too late, already have the account set up, $1000 a week. You start Monday. See you around, Mr. Parker." He hung up the phone.

Peter shook his head as he pocketed his cellphone.

Maybe calling up Harry in the old factory had been a good idea. Two good things had come from it; he could hopefully cure Harry, and he was going to have a steady flow of cash coming in. He would be able to save up money for Mary Jane and their children. Things just kept looking up for him.

Peter went over to his desk and turned on his computer. He looked at the picture of Mary Jane and him, and smiled. He turned and looked at the picture of Gwen and him, the smile remaining on his face. It no longer hurt to say her name, to see her face. His smile slightly faltered when he remembered something. He switched the computer off and ran down the stairs.

"Hey you two, I'm heading out. I will be back by dinner, though," Peter said as he pulled on a hoodie.

"Everything okay?" Mary Jane threw him a questioning glare.

"Yup, all good. Love you!" he called and shut the door.

Peter arrived at the cemetery not too long afterwards. The day was a little chilly and there weren't many people there. He smiled as he walked up to the gravestone that read "Gwendolyn Maxine Stacy."

"Hey Gwen," he started as he sat cross legged on the ground in front of her gravestone. "I know I haven't come to visit you in awhile, and I'm sorry. I've just been so busy with my double life as Spider-Man. I met a girl, her name is Mary Jane. We've been seeing each other for awhile now." He paused as Gwen's smiling face flashed through his mind. "I wish you could have met her. You would have really liked her. We- we're actually expecting twins in like four months from now."

He shook his head. "It's crazy how fast time is flying by. I'm going to be a father. I've been keeping an eye on your family, I check in on them every so often. They're doing great, Gwen. Losing you has left its mark on everybody, I think, but they're strong and they're getting through this." Peter got to his feet.

"I'm not sure about how you're going to take this recent turn of events. I- I met up with Harry yesterday. He's trying to turn his life around but the goblin is holding him back. He tells me that he's sorry for everything he's done. He regrets everything. I'm not completely sure whether to trust him or not, but I want to, Gwen. I can see my old friend there inside of him. So, I've decided I'm going to help him. I'm going to find a way to recreate the experiments our fathers worked on, with the spiders, and I'm going to use Harry's DNA. I'm not sure if it will work, but there's a chance and I'm going for it. I'm sorry if you're upset by this, but I really don't think you would be. You always saw the good in people because you were, without a doubt, one of the best people I know. I have to leave now. I promised Aunt May and Mary Jane I'd be back for dinner." He laughed. "I will be back more often, Gwen."

Peter took one last look at the gravestone and went home to his family.


	20. Chapter 20

"Hey, can you _maybe _not touch that?" Peter said irritably as he turned around.

Felicia rolled her eyes and set down the small container that contained several iridescent spiders. "No problem, _Mr. _Parker," she said all too sweetly.

"Do you really need to be in here right now?" Peter asked as he turned back to his laptop and began typing away.

"I don't _need_ to be. Why, am I distracting you?" Felicia pursed her lips as she seductively lay out on an empty table and began marveling at her long red finger nails.

Peter turned around again and gave her a nauseated look. "Er- sorry Felicia, but I'm only attracted to girls."

"Maybe that's your problem. You always go for girls, and you're missing out on the real women." She winked at him and smiled innocently.

Peter quickly looked her up and down. "Let's see: fake smile, fake nails, fake hair. Is there any part of you that's _real_?"

Felicia huffed and Peter smiled at her indignant expression and went back to work. "So what's taking you so long with this? Don't you already have all the information you need?" she asked, ignoring his previous comment.

Peter talked slowly as if explaining to a child. "Yes, Felicia, but this stuff takes time. I've only been working on this for two months now, and with your constant yammering, it's going to take twice as long."

"Or you're just stalling and lied about the whole thing," Felicia muttered under her breath. Peter rolled his eyes at her.

The door opened and Peter turned to see Harry walk into the room. He got up from his chair. Harry grinned when he saw the disgruntled looks on both of their faces.

"Felicia, are you bothering him again?" he asked, amused.

"Of _course _not, Harry." She winked at him. "I was just curious how much longer this was going to take. It will be great to not have to see him on a weekly basis."

Harry shot her a cautioning look. "I need to speak with Peter briefly. Can you go pick us up some lunch?"

Felicia gave him an incredulous look, but proceeded towards the door. "Oh, and by the way, Max called. He's on his way back from Austria right now. The Doc may have found someone else. Max is coming back to help with the 'find out who Spider-Man is project' because none of us are giving results. See you shortly, Mr. Osborn." She blew him a kiss and headed out the door.

"She really is something else," Harry said as the door closed behind her.

"You can say that, I guess." Peter grimaced and shook his head. "So, was she telling the truth? Is there a new member of the Sinister Six I have to stop?"

"Well... yes. Doc Ock has found someone else, a man that goes by the name of The Vulture. Never heard of him but I'm sure I'll meet him soon. She just mentioned it in front of you to hopefully alarm you." He rolled his eyes.

Peter shrugged. "Doesn't sound like anything I can't handle. Is that what you wanted to talk to me about, or is there something else?"

Harry contemplated for a moment. "I'm not rushing you or anything, so don't think that. I was just curious how everything is going?" He gestured around the room.

Peter snorted and shook his head. "I don't mind you asking. Everything is going great, though. I'm following the same steps as our father's tests and getting the same results. I'd say I'm at least halfway done. Give me another two months and it should be ready. That is if _she _doesn't keep pestering me." he nodded his head towards the door.

Harry laughed. "I'll tell her to back off a bit."

"Thanks," Peter said awkwardly. He watched Harry's face suddenly go rigid and he brought his hands up to his temple. "Everything alright, Har?"

Harry dropped his hands and glared at Peter, who swore his eyes were bright green, before Harry gave his head a shake. He looked back towards Peter with icy blue eyes, and his smile came back.

"I'm all good, no worries, man." He waved it off.

"It's just- I thought your eyes had changed... they were green," Peter pointed out. He remembered last time that had happened.

Harry slumped into one of the chairs. "Yeah, yeah, you probably did. I'm working overtime right now to keep the goblin at bay. He wants out... bad. I feel like my mind is getting torn apart." He held his head.

"It's so bizarre... how it's like you're two people," Peter said as he said in a chair opposite from him.

Harry grimaced and put on his sunglasses. "Yeah... tell me about it," he said as he took out a pill bottle and popped two in his mouth and swallowed. Peter saw the word 'Oxycodone' on it. "I can't tell if the pain is growing worse with time or if it's just because of the time I'm spending around you." Harry looked at the pill bottle again and popped one more in his mouth before pocketing the bottle.

"I'm going to try to get this done as fast as I can, Harry." He hadn't realized how much pain this was causing him. "What are those for?" He gestured towards the pill bottle Harry had just pocketed.

"Strong pain relief. It helps. Felicia snagged these from her father. I'm not complaining." He shrugged.

Peter nodded. "Okay, well, I'm going to head out if that's cool with you," he said as he stood up.

Harry also stood from his chair and began searching around in his pockets.

"Hold up, there was something else I forgot to tell you. Let me just—" he pulled out a device about the size of a cell phone, "-ah, here it is." He held his hand out to Peter and dropped it in his hand.

"What is it?" He raised his eyebrow at Harry. It was a bright red color with a black pattern swirling pattern covering it. It reminded him of a walkie talkie. There were two buttons, a small speaker, and a volume control.

"This little gadget is essentially a pager. It's linked to the NYPD. Don't worry, I am 100% sure there is no tracking equipment in it whatsoever," Harry said as Peter looked worried momentarily. "The larger button will flash when you're paged, and they can also speak to you if needed, and you can adjust the volume with the control here. The other button is your way to communicate back to them, just press it if you got their message so they know help is on the way." Harry smiled.

Peter looked down at the device in his hands with slight shock coloring his features. "Wait, the police are okay with this? This is- this is pretty awesome."

"Yes, Felicia told the police it was a donation from Oscorp to help the city or whatever. " Harry waved his hand at that. "So now, if the police really need Spider-Man's help, they can page you and that way you know if it's serious or not. You don't have to go to every single police call out there. I just figure this will give you more time for your personal life, with MJ and the- the baby."

"Wow. Th- thanks, man." Peter said cheerfully. "This is really great, seriously, thank you." He looked at the device in surprise again before pocketing it. He knew Harry had a thing for buying his friends, but this was something completely different.

Harry rolled his eyes and shrugged his shoulders. "Ah, it was nothing. You're helping me out so I wanted to do something for you." Harry paused for a moment. "So when's the due date for Spider Jr.?" he smirked.

"July 16th, about two and a half more months." Peter smiled. "And we actually found out we're having twins."

Harry's eyebrows rose behind his glasses. "Wow, you serious?"

"Yup. A boy and a girl. We haven't figured out their names yet."

"You're going to have your hands full, man." Harry let out a low whistle.

Peter raised his arms and shrugged. "That's what everyone says when we tell them." Peter laughed as he remembered when Mary Jane and he let her parents know about the pregnancy. Her mother seemed happy but worried, and her father, well, they didn't leave on good terms.

"Well, congrats again. How is- how is she doing?" Harry hesitantly asked.

"Good," Peter said flatly with narrowed eyes. Harry nodded, dejected. Peter inwardly kicked himself and began in a more cheery tone, "Thanks for asking. In fact, I do have to leave now because she should be home from work soon."

"Yeah, no problem. I have a meeting to go to anyways," Harry said and he walked Peter to the door. "Later, man." He smiled at him, but Peter could see Harry had been hurt by his defensive behavior.

Peter was surprised he beat Mary Jane home. Aunt May's new silver 2004 Lexus ES330 was parked on the curb outside their house. He still couldn't believe she had given them her old car. She really cared about them.

Aunt May was scrambling around the kitchen as he walked into the house.

"Hey, Aunt May!" Peter greeted as he shut the door.

"Peter! Can you help me find my keys?" Aunt May replied without looking at him.

"Yeah, sure." Peter began searching around. "Are you going back to work today or something?"

"No, bingo night with Lisa from work, and I'm running late."

"Okay, okay. Ah, here they are!" Peter grabbed them off the floor from under the table. Aunt May took them from him and thanked him before dashing out the door.

Peter grabbed a poptart from the cabinet and made his way up to his room. He ate the poptart cold and set the device Harry gave him on his computer desk.

He laid back on his bed and sighed. He could not figure out what to do about Harry. They had such a diverse history, from being nearly inseparable as children to all the pain as adults. Peter wanted to trust him again, to be his friend again. He could see Harry was in pain, both physically and mentally. After what he did to Mary Jane's aunt, Peter knew _she_ could never forgive him. And could he ever truly forgive him for Gwen? The thing was, it was the goblin that had killed her, not Harry. The goblin was the psychopathic one, the one who had no humanity. Maybe Harry was the one who was angry with Peter at first, but he knew if Harry had never injected himself with the spider venom he would have never done any of those horrible things.

This cure _needs_ to work, he thought. We need to get rid of the goblin so Harry can have his life back again.

Peter heard someone open and shut the front door. A minute later, Mary Jane swung open the door, and he instantly knew something was wrong.

Mary Jane had a worried expression on her face and went straight to Peter and wrapped her arms around him.

"MJ, what happened?" he questioned.

"I- I didn't want to say anything at first, I thought I was being paranoid," she began.

"What, what is it?" he said anxiously.

"Well, for the last few weeks at the diner, the same man has been coming in ordering the exact same thing, and he always requests to sit in the same seat, which is the tables that I'm waiting on."

Peter nodded for her to continue.

"I didn't get a good vibe from him, he's so... creepy. I always catch him staring at me."

Peter laughed slightly. "So, do I have some guy's ass to kick for checking out my girl?" he said as he draped his arm around her shoulders.

"No, it's not just that Peter. I've seen him other times too, like when I'm on my way to work, coming to work, and even grocery shopping!"

Peter's face suddenly went serious. "He's following you?" His arm dropped from her.

"Yes. And before you ask, yes I'm sure."

His face went grave. "What does he look like?"

Mary Jane shrugged. "Kind of average looking. He's older with greying hair, and wears a trench coat with some kind of bowler hat? I don't know." She shook her head. "But he knows, Peter."

Peter narrowed his eyes at her. "Knows what, MJ?"

She began digging around in her purse and pulled out a piece of paper and handed it to Peter. He glanced at it and saw that it was a receipt from her work. He instantly knew what Mary Jane was talking about, under the signature on the receipt, the man had drawn in black ink Peter's spider symbol, about the size of a quarter.

"Well, we have his name at least. Gustav Fiers. Never heard of him." Peter scowled before pocketing the piece of paper.

"What should we do?" she questioned. Peter brushed her cheek affectionately.

"_We _do nothing. _I'll _go find this guy and deal with it." He kissed the top of her head.

Mary Jane nodded and then suddenly her eyes went wide and her face broke into a grin. She grasped Peter's hands and placed them on her stomach.

"They're moving, do you feel them!?" she questioned eagerly.

Bewildered by her sudden change of mood, Peter concentrated on her stomach and waited. Moments later, there was a pressure pushing against his hands and he let out a small gasp and locked eyes with Mary Jane. She giggled at his shocked expression and watched his face shift through emotions.

"I- wow, I- yeah." He stumbled over his words. It was a wonderful, awe-inspiring experience for him. His face broke into a huge grin without him even noticing. "I love them already." He bent down and kissed her stomach.

"Me too," she replied. "You really are going to be an amazing daddy."

Peter suddenly looked anxious. "Really? You think so?"

"Of course you will be," she said matter-of-factually.

He began running his hand through his hair. "But- but what if I end up being a terrible father? What if they don't like me? Or what if- what if they resent me because they end up 'like me'?" he finger quoted.

She rolled her eyes at him and went to sit on their bed. "Peter, it would be impossible for you to be a bad father. You're such a good person, there's just no possible way. And they'll _love _you."

Peter sat next to her on the bed. "I just... I want so badly to be a good father. I want to be there for them, unlike my father. I want to raise our kids to be involved in this world, to care for others, to have dreams and believe they can accomplish anything they put their minds to."

He let out a happy sigh and kissed Mary Jane on the lips. "I have so many hopes and dreams for them and it's only the beginning. In a couple months, they'll be here, I'll be able to hold them. I can't really explain how I feel, but it's like... life itself. I've never felt like this before, but I'm ready. I'm ready to- to start a long, wonderful life with you."

Peter tried to calm his shaky voice as he got off the bed and got down on one knee.

She let out a gasp and put her hand to her lips as Peter continued, "Mary Jane, I love you more than you could ever imagine. I can't even think of you not being in my life anymore. All of you," he added as he looked briefly at her stomach again and smiled. Mary Jane was beginning to cry and she quickly wiped away her tears. "You've made my life my joyful, stable, and inspired. I wasn't really sure how or when to do this, but I don't want to wait anymore. I want to show you how much I love you. I want to start our lives together. Mary Jane, will you do me the honor of marrying me?"

Peter pulled out from his pocket a small box and opened the hinge to reveal the ring inside. It was simple, yet beautiful. The dazzling round-cut center diamond was enhanced by the smaller diamonds encircling the platinum band.

"Yes! Yes, of course I'll marry you!" She flung herself into his arms and kissed him. Mary Jane held out her hand and Peter, excited but nervous, slid the ring onto her finger. "Perfect fit," she said as she held her hand up to ogle the ring.

"I love you so much," he told her.

"I love you too, Peter." She wrapped her arms around him again. "But we are definitely waiting until _after _I have these two for us to get married. There is no way I'm walking down the aisle pregnant." She let him go and rested her head against the pillow.

Peter chuckled and rested his head lightly on top of her stomach. "I love you two, too!" he said as he kissed her belly. "We need to pick out names soon, you know." He looked back at Mary Jane and grinned.

"I know, I know. I've been thinking, but nothing is sticking with me yet." She sighed. "I need some suggestions."

"Hmm..." Peter pondered. "Do we want matching names, or rhyming names, you know for like, twins?"

Mary Jane thought for a moment. "I was thinking about that, but no, I don't think so."

"Okay, okay. Let's try our girl's name first." Peter grinned at her. "Any ideas?"

"Well... not exactly for first names. But I think I want her middle name to be Sophia," she said shyly.

"Sophia. I like it. And for her fist name, um, Charlotte?" he questioned.

She wrinkled her nose. "There was a girl in middle school named Charlotte. She used to eat her lunch on the toilet at school and peel her scabs off in class."

Peter made a face of disgust. "Yeah, no then. Isabella?"

Mary Jane laughed, "People would think we were obsessed with _Twilight_!"

Peter made another disgusted face. "Okay, pass on that too. What about, uh-" he made a thinking face that caused Mary Jane to giggle at him again. "What about Violet?"

"Violet Sophia? Vio-let Sop-hia." Mary Jane tried the name out.

"Violet Sophia Parker," Peter corrected, winking at her.

"I think we may have a winner." she smiled.

Peter rubbed Mary Jane's stomach. "Violet Sophia it is. Did you have any suggestions for a boys name?"

"Yes actually, I was thinking for his first name, Andrew?"

"Andrew? Yeah- yeah that sounds good. So we just need a middle name for the little guy then..." Peter trailed off as his phone made a quick beeping sound. He checked it quickly, knowing that it was just the sound of his bank account alerting him to another $1,000 deposit from Harry.

He froze suddenly. There were a select number of people who knew his secret identity. There was a chance Harry would know who this Gustav Fiers guy was.

"I'll be right back." He swiftly left the room before Mary Jane had a chance to answer.

The alley behind his house was dark and empty. Peter quickly calmed himself before calling Harry; he didn't want to say anything he might regret just when things were starting to become normal. Well, maybe not exactly normal. Too much had happened between them in too short a time for things to ever be normal again. But he could trust him, right? He knew he could trust him with his secret. Harry had already proven that, hadn't he?

Peter took one more moment and then dialed Harry's number. Harry answered on the second ring.

"Peter?" he answered in a confused, but hopeful tone. Peter grimaced at Harry's usual greeting whenever he needed to call him the last couple months. It was as if Harry was completely shocked that Peter was still talking to him, and couldn't believe that he was actually calling. Peter felt ashamed at the slight hurt in Harry's voice whenever he said Peter's name.

"Harry, hey," Peter began slowly, "Look, I have a quick question."

"Shoot," he replied in a cheery voice.

"Do you know a man by the name of Gustav Fiers?"

There was a pause on the phone. The long pause indicated to Peter that Harry did in fact know a man named Gustav Fiers.

"...Who- Where did you hear that name?" he asked in a tight voice.

Control what you say, Peter thought. Don't jump to conclusions. "Who is he, Harry?"

A loud sigh came from the phone. "Man, did Felicia tell you about him? I haven't spoken with him for months. I honestly didn't think his name would come up again."

He does know. "Tell me everything about him, quickly," Peter said in a clipped tone.

"He helped some of us escape from Ravencroft. I employed him to spy on you while I was in there, and for a short amount of time when I was out as well. That's how I was able to find out most of the things I knew about you. When I found out your true intentions, that you weren't to blame, I dismissed him." Harry said, hurriedly. "I never told him your identity, though. He knew who you were far before I did," he added.

Peter couldn't help the annoyance in his voice. "That's _great_, but why is he spying on us again? Mary Jane just let me know that he's been watching her for a couple weeks now. He was at her work today. He drew a spider symbol on her receipt. He's messing with her, and I'm not going to stand by and let that happen. What are you trying to do, Harry?" Peter asked, his voice shaking with anger.

Another pause on the phone. "You're sure it was Gustav Fiers?" he questioned in a slight bitter tone.

"That was the name on the receipt. Mary Jane said he wore some kind of trench coat and bowler hat? Older guy?"

Harry laughed darkly. "Sounds like him."

"So why is he following her around?" Peter questioned impatiently.

"Like I said, I fired him months ago. He shouldn't be anywhere near you or your family. His specialty is getting information for others, so someone must have hired him." Harry was talking more to himself right now. "But it's not like many people even know who you are. Unless—" Harry paused briefly causing Peter's anxiety to escalate. "-no, no never mind."

"Harry, this is serious. If he knows I'm Spider-Man, he knows I'm with MJ. Which means he obviously knows she's pregnant.." Dammit, Peter thought. "I can't let him get away with this kind of information, Harry," Peter said desperately.

Peter knew what he had to do. He had to find this man, and- and get rid of him. He gulped. He wasn't a murderer. But this was his family that was in danger, and he would do anything to protect them.

Harry seemed to be preoccupied with something because it took him awhile to answer, and when he did it was a simple, "He won't."

Peter gave a sarcastic laugh. "I can't leave that to chance, Harry. I can't let him out there with him knowing about MJ. I will take out anyone, and I mean anyone, who threatens my family," Peter said with finality.

Once again, Harry took awhile to answer. Peter was about to lose his temper when he heard Harry mumble something that sounded similar to 'got ya' and then give a small, triumphant laugh.

"Like I said, Peter, he won't," his chilling voice answered before ending the call.

* * *

Harry ended the phone call, already on the trail of Mr. Fiers.

The one good thing he liked about Doc Ock was that he always prepared for the worst. Every one of them, including Mr. Fiers, had their cell phones among other things tracked. Originally, only Harry and he knew about them, but he had let Felicia know as well, he could never keep much from her.

So when he found that the tracker in Mr. Fiers cell phone was still active, he hopped on his glider, mid-phone-call with Peter, and headed straight for the man.

Why the hell was this guy still watching Peter? Or Mary Jane even? Harry had been very clear on his instructions to cease observing them. He was going to find out who was keeping in contact with Mr. Fiers and why.

Harry shook his head, trying to clear it. He could feel the anger building up inside of him. The tracker was bringing him to the warehouse where the Sinister Six usually held their meetings.

And there he was, the egotistical bastard, just sitting on a stool in the middle of the room with a paperback book in his hands. Harry landed the glider behind the man.

"Ah, Mr. Osborn, I didn't think I'd meet with you again," Mr. Fiers said as he bookmarked his page and stored it away to face Harry.

"Why are you still following the Parker family? I thought I had dismissed you," Harry questioned immediately, jumping off his glider.

"That you did, Mr. Osborn. It wasn't you who rehired me, though."

"Who did?" he asked flatly.

"That's none of your business, I'm afraid." Mr. Fiers smiled.

"It _is _my business," Harry growled.

"May I ask why that would be your business, Mr. Osborn?"

Harry narrowed his eyes at the man. "What have you told them? Whoever hired you?" His hands were clenched into fists at his sides.

"Just small things, here and there. Enough to satisfy them, but I have kept the more interesting details to myself... for now." he smiled.

Harry had enough of the man's arrogance. He grabbed the man by the collar and slammed him against the wall. "Who hired you!?"

The man looked taken aback at first, but seemed to be searching in Harry's eyes, and once again Harry found himself staring at his smug smile.

"Why, Mr. Osborn, it seems your current anger isn't influenced by the goblin. I don't see a speck of green in your eyes."

Harry pulled his fist back and punched Mr. Fiers in the face, hearing bone crack. "I may not be influenced by the goblin at this moment, but that doesn't mean I don't have my strength." he winked and let go of the man, who brought both hands up to his face to feel his jaw.

"Who's to say you didn't hire me?" Mr. Fiers spit out at Harry.

He laughed. "I think I'd know if I did something like that," Harry said as he picked the man's phone off the ground. He began skimming through the pictures, which were full of Peter, Mary Jane, and Aunt May. He deleted every single one of them.

"You know as well as me that you're not always in control of yourself. Maybe it was your second self who employed me as a back up plan?" the man smiled, showing bloody teeth.

Harry paused for a moment. He couldn't have done that, could he?

"Try again, Mr. Fiers. I have been able to subdue the goblin for quite some time now. I would remember if something like that happened." Harry pulled out one of his orange spheres and began tossing it up in the air and catching it, watching as Mr. Fiers kept his eyes on the exact same sphere.

"I broke you out of that prison, Harry! Is this really how you're going to repay me?" the man said fiercely as he held his jaw.

"It's 'Mr. Osborn' to you. Now, answer a couple questions for me and maybe I'll change my mind," he sneered.

Mr. Fiers didn't answer but continued to stare at the sphere in Harry's hands.

"Good, then. Now, who hired you?" Harry raised an eyebrow.

"Pass," Mr. Fiers sneered back at Harry.

"Okay. Did you tell anyone about Peter's girlfriend and her pregnancy?" he began twirling the ball in his hands.

"No. Apart from the Parker residence, only the two of us know about it. I was keeping that detail from my employer for the time being."

Harry thought for a moment. "Have you set up any surveillance at the Parker residence or around it?"

Mr. Fiers' upper lip curled. "Yes, I have actually. One in the upper corner of the North building in the alley, and one hidden on the rooftop of the house directly in front of Parker's home."

"Got it. And, I'm assuming you're not going to answer my first question then?"

"You know I never reveal the identities of my employers, Mr. Osborn. That was one of the reasons you hired me, because you trusted me. But I have to ask, isn't it obvious who hired me? Who else knows about Parker?"

Harry had a feeling in his gut that he knew who was behind this all. He just didn't want to accept it. "There are two others. It could have been either one of them."

"Well, I think you know who it was Mr. Osborn. That shifty little fox of yours." Mr. Fiers laughed and spit out a mouthful of blood.

Harry nodded. In the back of his mind, he had known it had been Felicia all along, but why would she hire someone to spy on Peter and Mary Jane? He would deal with her later, for now he needed to take care of business.

"I guess this is goodbye then, Mr. Fiers," Harry said with a cold, toneless voice. "I can't let you leave this room with the knowledge you have on my friend and his family."

Mr. Fiers started to laugh hysterically. "_That's _what this is about!? YOU friends with PETER PARKER? The Goblin friends with Spider-Man!? Harry Osborn doesn't have friends," the man growled. "They've got plans for him, you know, your 'friend.' they are going to rip that spider limb from limb—"

Mr. Fiers was never able to finish that sentence. He attempted to gurgle out a reply, but his throat was cut so deep that all he managed to do was choke on his own blood before crumpling to the ground.

Harry smashed the cell phone on the ground and wiped the blood off his knife with Mr. Fiers jacket before taking off on his glider.

Nobody was going to get away with messing with his friends' life. Peter wouldn't have been able to do what he needed to do, so Harry would do the dirty work for him. The man had to die, Harry reasoned with himself. He had to keep making up for all the wrongs he had done, for betraying Peter.

Harry would never betray his friends, ever again.


	21. Chapter 21

Harry quickly dialed Peter's number as he was on his way back to his mansion. The phone kept ringing, and Harry thought maybe he had gone looking for Mr. Fiers himself, when finally he answered.

"Hello?" Peter answered in an agitated tone.

"Everything good, man?" Harry asked.

Peter's tone eased up. "Yeah, just a little problem at home. I should be asking you that, what happened?"

"I took care of him," he stated simply.

"What did you do, Harry?"

"Don't worry about it. He's gone. He won't bother you guys again," Harry said. He noticed there was still blood on his left hand and wiped it away on his suit.

Peter gave out a small sigh. "Did you.. is he dead, Harry?"

"Yes," he said hastily, "but... I _had _to, Peter. I know it may have been wrong, and it's against everything you stand for, but-"

"Harry!" Peter interrupted him. "...Thank you."

Harry wasn't quite sure what to say to this, so Peter continued.

"Thank you for everything you've done for me these last couple of months. I know that you didn't want to kill anyone anymore, and-"

"I would do it again in a heartbeat to anyone who threatens my friends," Harry cut in.

This time Peter was the quiet one. Harry closed his eyes and shook his head. Peter would never see him as a friend again, and it hurt. It hurt so much that he was tempted to let the goblin take over just so he could have a break from reality.

"Anyways..." Harry began awkwardly. "Your house has surveillance on it. Two cameras. One on the roof of the house directly in front of yours, and one in the alleyway behind your house. I would have gone and gotten rid of them myself, but I didn't want to risk her seeing me," he said quietly.

"What?" Peter asked gruffly.

"Yup, courtesy of Mr. Fiers."

"Gotcha. I'm already taking one down." Harry heard something smash over the phone. "Can't believe I never saw these things..."

Harry landed his glider, took off his suit, and hurried into his house. "I'm turning in for the night, Peter. I'll see you around Oscorp."

"Wait—" Harry hung up the phone before Peter could ask him the question he didn't want to answer at this time: who had hired Gustav Fiers?

The mansion seemed empty, but it was pretty late, and he was sure there was a certain person that would be waiting for him...

"Felicia?" Harry called out as he made his way to his spacious bedroom. He opened the door and, sure enough, she was at his bar helping herself to a bottle of scotch.

"Harry, nice to see you. Want one?" she questioned gesturing to the scotch and he nodded to her. "Good." she smiled and made him a drink.

He stood against the wall with his arms crossed as she made her way over to him and handed him his drink. He wasn't really sure what to say to her.

"Come sit down with me, Mr. Osborn." she winked and grabbed his hand, pulling him towards his bed. He sniffed and downed his drink, following her.

Harry sat on the edge of the bed and Felicia straddled him, running her hands through his hair. "You're awfully quiet today." she pointed out. He watched as she finished her drink and set it on the small table next to the bed, and crawled onto his lap again. "Fine with me," she purred.

"Felicia—" he began but was cut off when their lips touched. She pressed her body up against his and their kiss intensified. She cut back from the kiss and grazed her teeth against his lower lip before gently biting down.

God, she drove him crazy. This had to wait, though. There were more important things on his mind at the moment.

"Felicia," he said a little more forcefully as he pulled away from her.

"What?" she questioned, a slightly offended look on her face.

"Why did you contact Gustav Fiers and have him observe Peter and his family?"

The question definitely caught her off guard. She got up from the bed and placed her hands on her hips. "Really, you want to talk about this _right now_?"

"Yes, I do. Why would you do that? Didn't I tell you to just leave them to me?"

Her annoyance changed to concern and she shook her head at him. "I don't trust him, Harry. At all. I don't know how you could believe in him so blindly." She began pacing the room. "It's taking him too long to make you this cure. And why? He has _everything _he needs and all he needs to do is replicate the data. I think he's up to something."

"Like what?" Harry smirked at her.

"I don't know! Several things have gone through my mind; maybe he's trying to perfect his abilities, or make his girlfriend just like him." Harry scoffed at that. "Or maybe, he's making something to inject you with that will kill you."

He sniffed and rolled his eyes at her. "Peter wouldn't do that."

She stopped pacing and looked him right in the eyes. "Really? How are you so sure about that? Yeah, maybe you two were best friends when you were _kids_, Harry, but you hadn't seen him in eight years! People change. I hired Mr. Fiers to keep tabs on them because I knew you wouldn't. I care about you and I don't want Peter to do anything that might hurt you."

"You don't spy on your friends, Felicia!"

"He's not your friend! You hate Peter Parker! He wasn't going to help you. He doesn't care about anything other than his own image. He was going to let you die!"

He shook his head at her. "You just don't understand."

"I don't see why you're so upset about this. It's not like Mr. Fiers is going to harm them. When you finally come to your senses, or find that he is in fact betraying you again, that will be for _you _to do," she jeered at him.

"No, he won't be doing anything to them, because I killed him," Harry said as he poured himself another drink.

"You what?" she raised her eyebrows.

"I killed him. He found out about—" He paused. "—I didn't want another person running around that knew his identity. It's enough already that your _friend, _Eddie, knows."

Felicia thought for a moment before shrugging. "Guess I don't have to pay him anymore." Her eyes flickered to Harry's shirt. "Ah, I see now. Looks like you still have a little cleaning up to do," she pointed out.

Harry looked down and saw the blood splatter on his sleeve. Guilt suddenly rushed through him as he realized he had taken yet another life. Guilt, but not regret.

"How could Spider-Man ever be friends with a murderer, Harry?" she whispered to him before swiftly walking out of his room.

He couldn't, Harry thought to himself. It was always going to be a one-sided friendship. No matter what he did, no matter how hard he tried, Peter would never look at Harry as a friend.

* * *

Peter Parker was swinging through the city, awaiting Mary Jane's prenatal visit. He had about an hour to kill and found himself looking for a way to pass the time.

The weeks had gone by since the Mr. Fiers incident. His and Mary Jane's lives were peaceful at the time being. Well, as peaceful as Spider-Man's life could be. The Spidey Pager device that Harry had made for him was actually a huge help. It gave him more time to respond to the more critical calls, instead of simple calls that the police officers could easily control by themselves. Best of all, it gave him more time to spend with his fiancee, Mary Jane.

He still couldn't believe how lucky he was. Mary Jane had agreed to marry him and he was going to be a father to two incredible children.

Aunt May was on board for the baby names they had chosen. She loved the name Violet Sophia; she kept calling her 'little flower' whenever she was speaking to Mary Jane's belly. She loved the name Andrew for the boy as well, and kept trying to throw out middle names to help out. So far, none of them worked well, but they still had about a month of time before Mary Jane's due date.

Peter checked the time and saw that he was due to meet Mary Jane at her appointment. He cut across the outer ends of the city.

A familiar black webbing shot out in front of him.

He swerved out of the way just in time and jumped onto the wall of a nearby building, wildly searching for the source.

It can't be him again, Peter thought. He crawled over to the piece of webbing on the building and carefully examined it. It was definitely the same kind of black, tar-like, webbing that Venom had used before.

His heart dropped; Mary Jane had been right. It seemed that Flash was back. He crawled up to the top of the building, realizing it was a bell tower on top of a church. Peter crawled into the top room and peered out into the city. There was no sign of the Venom creature, and Peter was about to search elsewhere when a guttural voice startled him. He turned around to see Venom clinging to the wall opposite him, black liquid dripping from his mouth.

"Flash..." Peter started calmly. "What are you doing?"

Venom just laughed and sprung at Peter, who quickly dodged the attack and shot out several strands of webbing, which Venom easily avoided.

"Thought we cleared everything up awhile back?" Peter tried again as Venom screeched and lunged again. It seemed that the creature had grown a bit since last time Peter had seen him.

"Listen to me, Flash, whatever it is, we can talk about this," he reasoned as the manic look in the creatures eyes grew. "...Flash?"

"Guess again, Peter." The creature smiled broadly, showing the razor sharp teeth that Peter could never forget. He had a more rugged voice then Flash had, even with this Venom creature speaking for him.

Peter huffed. "Who are you?" he asked as he crouched into another defensive position. How were all these villains able to find out who he was?

"What, you don't remember me?" he wheezed out a laugh.

"No, should I?" Peter asked as he dodged another strand of webbing. "Look, I'm running kind of late for something, so why don't you tell me who you are, that way we can both be on our way?"

"On your way to that pretty little redhead of yours?" Venom ran his tongue over his teeth, allowing more of the black liquid to drip from his mouth.

"Who the hell are you?" Peter glared at him.

"I'm the guy who's reputation you ruined, Parker." Peter heard a sort of grinding sound and before he knew it, a chunk of bricks was flying at him; Venom had torn it from the building behind his back. The hunk of brick hit Peter right in the stomach, throwing him against the wall. Venom stood above him, allowing the black mask to pull back, revealing his face.

"Eddie?" Peter questioned.

"Oh, so you do remember then." Eddie held out his hand, allowing Peter to watch as his claws extended. "That's good. I thought you'd like to know that just last night, we got the go ahead to branch out to find you. Doc Ock is back, and he brought friends," he snarled.

Peter jumped up and swung the chunk of brick at Eddie, hitting him in the side of the face. The venom mask quickly covered his face again and let out a roar. Venom jumped at Peter and pinned him to a wall.

"This is crazy, Eddie. You're the one who tried to take _my _job!" Peter ducked as the black claws narrowly missed his head.

"You humiliated me in front of everyone, Parker!" He took another swipe at his head. "You ruined my reputation, and I lost my girl because of it."

"I'm sure she was just waiting for an excuse, Eddie. All I did was provide her with one," Peter said.

Venom growled and hoisted Peter up by his neck.

"I'm sensing a bit of _deja vu_ here," Peter choked out, trying to kick himself away.

He gave a smug laugh. "Really? This should be new then..." Venom pulled Peter down closer the him and began to widen his jaws.

Peter looked puzzled at first, but once he realized what was about to happen, it was too late. Venom bit down on Peter's shoulder and the side of his neck, causing him to howl out in pain. Peter quickly grabbed the front of the creature's face and grabbed at the eye area to hopefully pull it off him. It worked and Venom jumped backwards into the large bell, causing it to chime loudly.

Venom shrieked and held his ears.

That's right, Peter thought. He quickly picked up the chunk of brick and repeatedly slammed it against the bell. Venom bent over and tucked his head away in his arms, making pitiful rasping noises. Peter's vision was becoming blurry and he could feel his body weaken. He took the brick and smashed it as hard as he could against Venom's head, knocking him out cold.

Peter was pretty sure he was dying. He could feel the venom coursing through his bloodstream. He took out his phone and called the one person he could think of for this situation. White dots were starting to cloud his vision.

Please answer, please answer, Peter repeated in his head. He was already starting to lose consciousness. Maybe he should have called Mary Jane first. He would have at least been able to tell her goodbye...

"What's up?" Harry's lively voice greeted him.

"Har- Harry," Peter gasped out, falling to his knees. His muscles seemed to be tensing up and his hands were beginning to shake.

"Peter, what happened?" Harry's voice was alert at once.

"Bell tower... Venom—" Peter noticed it was getting hard to breathe. Every breath was agonizing. He dropped onto his side. "—he bit me."

Peter swore he heard the whirring of the glider through the phone. "I'm on my way. Hold on," Harry said in a tight voice. Peter thought he detected an edge of panic to Harry's voice as well, but he couldn't be sure of anything at this moment.

"Think I'm... dying, man," he coughed out. "Tell her- tell MJ—"

"You're _not _going to die. I'm on my way!" he growled.

Peter let his phone slide from his hand. His vision was now completely obscured and the last thing he remembered was hearing Harry's voice shouting to him from the cell phone.

What felt like only a minute later, Peter shot straight up, covered in sweat and breathing heavily. He was sitting on the floor somewhere. The confusion was intense and he heard voices around him, but he couldn't focus. Where was he? What happened?

The first thing he noticed was his heart was beating so rapidly, he swore he could hear it pumping against his chest. He looked down and gasped. There was an empty syringe sticking inside him, right where his heart was. Without thinking he pulled it out and flung it to the side. His rapid breathing was panicking him, and he tried hoisting himself to his feet.

"Hold on." He felt someone grab his arm to support him. "I got ya."

Peter focused and saw two other people in the room with him. One of them had a concerned, yet relieved expression on his face. The other merely stared at him, raising her eyebrow.

"Harry? What happened?" Peter asked in a raspy voice. He suddenly felt dizzy and sat back down on the floor.

"You... you died, man!" Harry choked out with an agonized look on his face. "I thought I was going to be too late."

Peter froze. His breathing began to slow. "I died? What?" He looked around. "Where are we? What happened?!" The pain in his shoulder returned. Peter grimaced and shot his hand to the inflamed area.

"You called me and told me where you were. You said Venom had bitten you." Harry shook his head. "I didn't think I would reach you in time. If you were any other average human you would have been dead before I got there."

It all rushed back to Peter. Venom. The bell tower. Eddie Brock.

"We're at my house," Harry finally said, still staring at Peter as if he was going to drop dead again. "The venom quickly shuts down your body and you die. But it depletes after it's run it's course. I flew you back here as quickly as you could, but you weren't responding to anything I said. Finally, your heart shut down. You- you died—" His voice broke on the word. "—and I plunged an adrenaline shot into your heart. I had no idea if it was going to work or not..."

Peter was surprised to see Felicia put a comforting hand on Harry's back. Sure, she looked at him with contempt and distrust, but when she looked at Harry, you could tell her feelings were real and that she actually cared about him.

"Where's Eddie now?" Peter questioned suddenly. "I need to make sure Mary Jane is safe, I need-"

"Chill out, Parker." Felicia glared at him. "While Eddie was unconscious, Harry was able to quickly take the Venom suit. He has it locked up in this house. We're going to have a talk with Eddie before we give him the suit back. He won't bother you again anytime, soon." She gave a small wink at Peter.

Peter glowered at her as she whispered something in Harry's ear. Harry nodded to her and to Peter's distaste, he pecked her on the lips before she left the room.

"You and Felicia, huh?" Peter questioned dully.

There was a short pause and Harry rubbed the back of his head thoughtfully. "I guess it just sort of happened." He shrugged. "Nothing too serious, of course." Harry played it off with a grin.

Peter nodded, finally starting to feel right again. "Listen Harry, I wanted to thank you for saving my life today. Again."

"Ahh, it was nothing." Harry shrugged it off and offered Peter a small glass of scotch, which he accepted.

"Thanks." Peter nodded to the glass and sipped on the liquid. He definitely preferred the whiskey to this stuff. "I'm serious though, Harry. I'd be dead if it wasn't for you. I can't thank you enough."

"Yeah, right," Harry laughed. "You're just lucky that I had nothing important going on when you called."

Peter threw him an incredulous look. "Says the guy who told me I was on my own if any of your goons happened to catch me." He smirked.

"And wasn't your reply along the lines of 'I'd rather die than accept your help, Harry.'?" he mocked.

Peter shook his head and snickered. "Okay, you got me there. Obviously, I am glad that you didn't let me die." Peter raised his glass. "You're a true—" and then Peter quickly brought his glass down. "—truly an admirable person," he finished clumsily.

Harry smiled at him, but Peter could see right through him, the deep pain in his eyes that he was trying so hard to cover.

"Look, Har, I'm sorry," he whispered.

"Sorry for what?" Harry questioned, attempting to look uninterested in whatever Peter had to say.

Peter let out a slow breath. "I'm sorry that I'm not able to- for—" he began stumbling over his words. "I'm trying. I'm trying to get past everything, Harry. I just- give me more time maybe..."

"Time heals all wounds," Harry said, his voice thick with emotion. "Yeah, right." He took out his pill bottle and popped a few in his mouth, chasing them down with scotch.

Peter's heart clenched. He hated seeing Harry like this. He was no longer able to hold up his usual arrogant, sarcastic, confident demeanor.

"It's not that. I need to get rid of the goblin. I want to fix this for you, because if I had just done something to begin with, this would have never happened." Peter paused a moment. "I know that you and the goblin are two different people in a way, Har, but I can't allow myself to get close to you while it's still—"

"What if it doesn't work and I'm stuck like this forever, Peter?" Harry raised an eyebrow at him. Peter didn't answer, and Harry nodded to himself.

"It will work, Harry. I'm sure of it," Peter said cheerfully, then saw the time on his phone. "Look man, we can finish this talk if you want next time I come down to Oscorp. I have to go home to MJ. I missed her appointment."

Harry sniffed. "Yeah, better hurry up and get out of enemy territory."

"You know that's not how I feel. Why do you think I'm having such a difficult time forgiving you, Har? It's easier to forgive your enemies than your friends."

"It's funny..." Harry laughed darkly to himself. "that I now know how you felt."

"What are you talking about?" he asked, caught off guard.

Harry lowered his eyes to the ground. "When you wanted to die."

Peter stared at him, lost at what to say.

"I just... I feel stuck, man. Nothing really matters to me because I figure I'm just going to mess it up anyways. I just want out. But I know that's not an option right now, because I need to make sure you're okay first. I need to fix this. Just like you need to fix me." Harry laughed but it didn't reach his eyes. "I just want it to end."

Peter clenched his fists at his sides.

"Seriously, don't _ever _say anything like that again. Even if you actually do 'want out' or 'want it to end,' as you put it. I don't think you realize how much pain I'd be in if I lost you too." Peter didn't expect himself to say it, but it was the truth nonetheless.

"Yeah, right," Harry sneered.

Peter shook his head and walked to the door. He paused before opening it and turned towards Harry.

"I swear, Harry. You'd better not do anything to yourself. I don't care how depressed or sad you think you are." Peter began in an irritated tone. "You're _Harry Fucking Osborn._ Suck it up and deal with it!" he yelled before slamming the door.


	22. Chapter 22

Peter could hardly hold in his excitement. Mary Jane was due in two weeks.

She was constantly running around the house, trying to get everything done at once. Between baby-proofing the house, packing a bag for the hospital, and cleaning any hint of dust off every surface in the house, she was wearing herself out.

Peter tried to do small things for her, like wiping down the counters, but she would say he hadn't used the right cleaning spray and she would redo them. Then he would try making some of her favorite snacks, and she always ended up telling him they made her nauseous.

"I don't get it," Peter said to his aunt as Mary Jane was tidying up the babies' room. "Nobody has been in that room since we set it up. What could she possibly be doing in there?"

Aunt May smiled at him and patted his shoulder. "Don't mind her. She's nesting, honey."

"Nesting?" Peter snorted. "Sounds like something a bird would do."

Aunt May whacked him on the head with a dish towel. "No, not like a bird, Peter! It's just an instinct that most mothers get the last couple of weeks before they give birth."

"She's just doing so many things and I'm not always sure what she's doing!" he said exasperated as he sat down at the kitchen table.

"Kind of like you." Aunt May raised her eyebrow at Peter before exiting the room.

Peter shook his head as she left. He made himself a quick glass of orange juice before going upstairs to check on Mary Jane.

"Hey babe, what are you up to?" he asked as he slipped into the room.

"Hey!" she said, smiling broadly as she turned to the sound of his voice. She was wiping down the walls with a small rag.

"You know, you keep cleaning the walls in here and you're going to take the paint right off," he said as he walked up behind her and wrapped his arms around her body. "I can feel them moving around in there," he whispered.

"I know, they've been so restless the last few days. I'm freaking out that I might go into labor soon."

"You'll all be fine. Don't freak out." Peter turned her around and kissed her.

Mary Jane sighed. "I know we will be, because we have you." She winked at him.

Peter smiled and walked over to their cribs. "I can't wait to meet them," he said as he nudged the little lion on the mobile above the crib.

"Me neither. I actually just can't wait to not be pregnant anymore. I don't think I'd ever do this again." She sat down on the glider in the corner of the room, fanning herself with her hand.

"I don't blame you," Peter chuckled. He moved across the room next to Mary Jane and began pushing the loose strands of hair from her face. "You're so beautiful, you know that?"

"Oh, please," she snorted. "I'm a hot mess right now."

"You're beautiful," he repeated and kissed her head. "I'm going to go do a sweep of the city, will you be fine here alone for a few hours?"

"Alone? Won't Aunt May be here tonight?" she questioned.

Peter shook his head. "No, she's having another Friday bingo night with her friend. I'll only be gone a couple of hours, though," he said, watching the sun starting to set outside.

"Oh, okay. Yeah, that's fine. I'll just keep doing what I'm doing and I'll see you later." She smiled and got up from her chair.

"Call me if you need me. I love you so much." He gave her one last kiss on the lips before grabbing his bag from their bedroom and dashing out the front door.

The truth was, he was not going to be swinging through the city tonight. He was actually planning on checking in at Oscorp. He preferred going in at night because the number of staff was minimal. He brought along the Spidey Pager, just in case he was needed.

On his way to Oscorp, guilt swelled in his chest. He and Harry hadn't spoken since he had left the mansion, the night Harry had confessed how he was feeling. Peter had known Harry was feeling down, but he had no idea how far his depression had gone. Just another thing that connects us, he thought gloomily.

Peter wasn't intentionally trying to avoid Harry, though. He had tried calling to check on him, but Harry would never answer his phone. The few times he saw him at Oscorp, Harry would completely ignore him. He hadn't even asked how the cure was going.

Peter got to the Oscorp building and swiped his badge to be let in after hours. He nodded to the guard at the front desk and made his way to the room that Harry had set up for him. As he stepped out of the elevator, he almost walked right into the one person in the building he actively avoided.

"What are you doing here Parker?" Felicia's tone was cold.

He shrugged. "Why do you think?"

She rolled her eyes and pushed past him.

"Why are you in such a hurry?" Peter asked as he moved out of her way.

"Wouldn't you like to know." She smirked and pressed the elevator button. "Oh, and Harry isn't here right now."

"Where is he?"

"Out." She raised an eyebrow at him. "Are you staying here for awhile?" she asked as the elevator doors opened.

"Dunno," he said as he walked away from her.

"See you later then," she said in a sickly sweet voice as the elevator doors shut.

Peter swiped his badge again at the doors and walked into the secluded room. He set down his bag and supplies on the counter and proceeded to turn on his personal computer. As he waited for the computer to turn on, he checked on how the cure was doing. It was supposed to be stored for a certain amount of time before it was deemed 'safely usable.' Their fathers had never gotten to that step, though. Peter had been bitten by a spider. He hadn't used a syringe to inject the venom into himself.

The button on the machine was still dim, showing the venom wasn't ready to use yet. Peter sighed and began doing more research on his computer. There wasn't much else he could do besides wait.

About an hour went by and Peter found himself dozing off.

He was jolted awake by a loud piercing beeping sound. He jumped out of his chair and looked around in a daze. A green light was blinking. Peter approached it, covering his ears.

"No way," he whispered to himself. The button hooked up to the storage for the cure was blinking green. He opened up the latch and the beeping stopped.

There was no way to actually test the cure, seeing as Harry was the only one alive with his DNA. Peter had a feeling in his gut that this was going to work, though. He had done everything right and there was no reason it shouldn't. He quickly got a small bag ready to put the vial of venom into, along with an empty syringe. He couldn't believe how long it took just to produce one small vile of spider venom.

Peter was jittery with excitement when he left Oscorp. Harry could avoid his phone calls all he wanted, but when Peter showed up with the cure, he knew everything between them could be set right.

They could be friends again.

He wasn't exactly sure where Harry was right now, but if he wasn't at Oscorp, there was a strong possibility he was at home. Peter quickly got on a bus that would bring him only a couple blocks away from Osborn Mansion.

The bus was nearly empty, except for the driver and an elderly lady sitting in the front seat. Peter sat by himself near the middle of the bus. He had taken out his phone to give Harry a heads up that he was coming over, when his phone began to ring.

"Hey Harry!" Peter laughed into the phone.

"Hey, man. I need you to meet me at the abandoned fairgrounds, now."

* * *

Felicia lingered in the shadows of the warehouse as the others began to show up.

_Why _did The Doc decide it was necessary to call everyone here when she told him she needed to speak with him privately? She scoffed as she saw him shuffle around in 'his' room on the upper levels, waiting for everyone to arrive.

The others had no idea why they were here, either. She was clueless on what she was going to say; there was no way she could bring any of this up in front of everyone. She inconspicuously looked up to see who they were waiting on.

Max was hovering about a foot off the ground, carelessly zapping moths with tiny balls of electricity. The Vulture was perched on one of the platforms near the ceiling. She had yet to speak with the guy. Eddie was in his venom outfit, sitting at one of the many water-damaged tables, leaning back with his feet up. She had given the suit back to Eddie after Harry had 'spoken' with him. It looked like all they were waiting on was Harry, himself.

Felicia walked over to the empty corner of the warehouse and pulled out her phone, dialing Harry's number. He promptly answered.

"Hey, Licia."

"Where are you? Did you get the message, or are you not coming?" she questioned.

Harry gave a small laugh. "Look behind you."

Felicia turned to see Harry shutting his phone. "I didn't even hear your glider," she said peeking around him.

Harry shrugged and smiled at her.

That's not his real smile, she thought. He hasn't been happy for months. All because of _Parker_. She was going to try to help him, though. He might be angry with her, but in the end he would see that she was doing this all for him.

"So what do you think this is about?" Harry nodded his head towards the others.

"No idea," she said innocently, not looking at him.

The door to the upstairs office suddenly opened and Doc Ock stepped halfway out of it. "Ms. Felicia Hardy, would you please come up here for a quick word?" he said before he shut the door.

Felicia inwardly laughed as the other four all turned their heads towards her.

"Ooooooo, Felicia's in trouble," Eddie laughed.

Oh God, I feel like I'm in high school all over again, she rolled her eyes. She gave Harry one last look before heading upstairs. He raised an eyebrow in concern.

"It's okay," she mouthed to him, and he gave a slight head nod and walked over to Max. She hoped Harry didn't notice her staring at him longer than necessary before she opened the office door.

"Ms. Hardy, what can I do for you?" Doc Ock smiled at her from his desk across the cramped room.

Felicia pulled the door shut tightly behind her.

"I have important information on Spider-Man." She crossed her arms and tried not to look too smug when the smile instantly dropped from his face.

"Do you now?" he inquired, one of his robotic tentacles handing him what looked like a cup of coffee.

"Yes.." Felicia began, "But I need your word about something before I give you all the information I have. Without your word, you get nothing."

One of his eyebrows raised above the glasses on his face. "Bargaining with friends now, are we? You know I'm not fond of making deals, you see, because once I give my word, I will not go back on it. How will I know the information you have on Spider-Man is worth what you want?"

Felicia didn't reply, keeping eye contact with him instead, face impassive.

Doc Ock gave a small chuckle. "All right, all right, Ms. Hardy. Let us hear what I need to 'keep my word' on."

"I need you to give me your word that no harm will come to Harry or myself after I tell you everything."

He narrowed his eyes at her. "Why would I harm either of you?"

"Once I give you the information, you'll know why. Do I have your word?"

He stared at her for about a minute before slowly nodding his head. "All right, Felicia. You have my word. No harm will come to either Mr. Osborn or yourself, in return from the information you're about to give me."

Okay, you can do this, she thought to herself.

"We know who Spider-Man is. His name is Peter Parker."

Doc Ock stood up from his chair. "You know who he is?! How did you come about this information?" he asked, excitement in his eyes.

You're not betraying Harry. You're helping him.

"Harry was best friends with Peter until Harry moved out of the country when he was 11. Harry came back though, about a year ago. He found out he had inherited a deadly disease from his father, and he was already starting to show symptoms. Their fathers were working on the spider venom project at Oscorp that would allow someone to do everything a spider could, including self heal. Harry found out that Spider-Man had somehow used that venom, and since we all thought Oscorp had disposed of all animal projects, he had thought the rest of the venom was gone."

Doc Ock was listening to her intently. She couldn't decide if she felt relieved to get all of this off her chest, or guilty.

"Without any kind of cure for his disease, he knew he needed to get in touch with Spider-Man. Well, Peter Parker takes pictures for the Daily Bugle, pictures of Spider-Man, himself. Harry asked Peter to contact Spider-Man for him so he could ask if he could use his blood to create a cure. I guess Peter was very doubtful about the whole thing, but in the end told Harry he would talk to Spider-Man. A few days later, Spider-Man shows up at Harry's home, and denies him his blood, no matter what he offered to him. Peter didn't even tell his best friend who he was. He was only trying to protect himself and didn't care his friend was dying."

"But Harry did get the venom right? This is how the goblin came to be?" Doc Ock questioned her.

"Yes. I found out about the spider venom they had extracted before exterminated the spiders, and I told Harry about it. He injected himself, but it didn't go so well for him, which is how he got his goblin alter-ego. He wanted revenge on Spider-Man, so he tracked him down and saw he was with Gwen Stacy, who was Peter Parker's girlfriend. Harry ended up killing Gwen and got himself locked up at Ravencroft. Well, months later Harry escaped and suddenly I find out he and Peter are talking again. Harry told me that Peter told him he was going to work on a cure to fix him. He is messing with Harry's mind, and feeding him all these lies. I know Peter Parker wouldn't actually help Harry, after everything he's done to him. He's stalling with the cure. I think he's trying to create something else or possibly even poison Harry. I don't know," she sighed.

"And the reasoning for Mr. Osborn not letting us know Spider-Man's identity was because he thought he was going to be cured?"

Felicia nodded her head. "Yes. He is under the impression Parker is creating a cure for him. Harry hasn't been the same lately. He's depressed, he's losing himself. I don't want to keep this secret for him anymore if he's going to be hurting like this. He needs to be free from Peter Parker once and for all."

"Anything else you can tell me about this Peter Parker?"

"I mean, like I said, he works for the Daily Bugle taking pictures of Spider-Man. He lives with his aunt and girlfriend." She looked out the grimy window, down at the others. Her and Harry locked eyes and she quickly looked away.

"And you're giving me all this information because you're worried about your friend. I'm curious so forgive me, are Mr. Osborn and you an item?"

"What- no. No we're, yes, I don't know." She shook her head. "It's complicated."

Doc Ock grinned. "Perfect. I love complicated."

"Is there anything else you need to ask me?" she questioned, taking several steps towards the door.

"No, I don't think so. I will be calling several other individuals into my office, to ensure our private meeting doesn't bring any unneeded suspicion onto you." He got up and opened the door for her. "Stick around, Ms. Hardy. We're going to have a busy night."

She began walking out the door when Doc Ock peeked his head out. "Mr. Osborn, a word please," he yelled.

Felicia made her way downstairs, passing Harry on the way down. She gave him a half-smile as she passed him.

"Hey, Max," she greeted as she stood near his hovering figure.

He nodded to her. "Why did he call Harry in there for?" he mumbled.

"No clue," she said coolly. "But, I'm sure he'll tell us all about it when he's out.

"He might tell _you _maybe," Max said before once again zapping the bugs in the room. Felicia decided not to reply to this, and instead picked up several small rocks off the floor and began tossing them at Eddie.

Eddie swiftly turned around and caught every rock she threw and gripped them in his fist, turning them into dust.

"You gotta try better than that, Felicia," he winked at her, which she found to be extremely creepy looking with the venom suit on.

The office door opened and closed again, Eddie was called in next. Harry walked up to Felicia and took her arm and brought her to the other end of the warehouse again. She threw an apologetic look to Max, who curled his upper lip at them.

"What's up?" she nodded to Harry.

Harry suddenly had a smile on his face and shook his head.

"You won't believe it. This guy is seriously getting desperate," he whispered to her.

"Why, what did he want?" she asked, genuinely curious. He had obviously not told Harry what she had spoken with him about minutes before.

"He saw on one of Spider-Man's photo that a certain Peter Parker was credited for taking his photo. He wants me to go interrogate him on if he knows who Spider-Man is or not," he snorted.

"So, what are you going to do?"

Harry rolled his eyes. "I'm just going to give Peter a call and have him meet me somewhere. Hell, I'll let him know why I'm there even. Doc just told me to make sure I spoke with him away from his home, just in case things got heated and I needed to 'dispose' of him, because you know how he is with witnesses and everything."

"Yeah..." she trailed off.

"Hey, what did he need to speak with you about?" Harry questioned, but at that time the office door opened again, and Eddie crawled down and sat back in his chair, looking much happier than usual.

Doc Ock came out and shut his door.

"Osborn, I told you to get moving right away," he said lazily.

"Yes, sir." He fake saluted him and took off towards his glider.

Felicia watched as he soared away, and wondered why on earth he had been sent to do something so ridiculous. Obviously Doc Ock knew who Spider-Man was, so why wouldn't he just send someone out to get Peter?

Doc Ock made his way to the center of the room and stopped when he got to Eddie.

"Now," he told him.

Eddie instantly got up and swung from the warehouse, making that awful screeching sound as he went.

He better not have just sent him after Harry, she thought. Doc Ock seemed to see her tense up because he gave her a small reassuring smile.

"Listen up everyone," he began, speaking to Vulture, Max, and herself. "I have found out the identity of Spider-Man. His name is Peter Parker."

Max seemed to glow brighter and she heard him growl.

"I have given the others a job to do. Your jobs are to simply wait here until the bait comes. Once Spider-Man comes, we get rid of the bait, and then take him into custody. I do not want him dead yet. He may be of use to us. I want some of his blood, for testing purposes." He waved his hand. "Give me a week or so, and then you guys can dispose of him however you want."

"What's the bait?" questioned Felicia, although she already had a feeling what it was. The small ball of guilt in her stomach seemed to keep getting bigger as the minutes passed.

"Ah, well, Eddie is on his way to pick her up right now. It seems Spider-Man has a girlfriend, and I'm betting he'll meet us here if we have her."

"Where's Harry?" Max asked casually.

Doc Ock smiled and looked towards Felicia as he answered the next question.

"Mr. Osborn has volunteered to distract Spider-Man in order for us to get the bait."


	23. Chapter 23

Mary Jane uncomfortably shifted on the couch as she continued working on a sketch. The babies were restless and their constant movement was causing her stomach and back to hurt.

"Shh now. Get some sleep in there, you two," she chuckled, watching her belly move as they stretched. She put one of her hands on her belly and smiled as she felt them kick around.

She let out a yawn and checked the time. It was only 10:15pm, but she was too tired to wait up for Peter. She began clearing her things from the living room when she heard a metallic scratching noise near the kitchen.

She paused, an eerie feeling washing over her. She quietly made her way to the kitchen and turned on the light.

"Hello?" she timidly called out. No answer.

It was probably just some animal on the roof or something, she laughed to herself. That was when she heard the same sound, but in the living room this time, followed by what sounded like a door creaking.

"Aunt May?" she called out.

She gulped and slowly walked back towards the living room. Her heart dropped when she saw the front door wide open.

"Shit," she breathed as she fumbled to grab her phone from her pocket. As she pulled it out, the front door suddenly slammed shut.

She ignored it and quickly went to the redial button on her phone when her phone was abruptly yanked from her hands by a black web-like substance.

"Mary Jane."

She looked up at the black figure on the ceiling that uttered her name and backed up until she was against the wall.

"Wh- what do you want?" Her voice shook as she cradled her stomach with her hands. The creature in front of her gave a guttural laugh.

"We want Peter Parker dead. Which is why you're coming with me." The creature shrieked and leapt towards her.

She screamed and then everything went black.

* * *

Drip. Drip. Drip.

Mary Jane awoke to the slow dripping from the ceiling. She got to her feet and looked around. She was in a dimly lit room, it looked like an unfinished basement but much smaller. The walls were made from crumbling cinder block and the concrete on the ground looked wet and mildewed in areas.

There was one door in the room, she quickly ran up to it and pulled the door knob, knowing it was locked, but she needed to check anyways. There was a small glass window on the door and she peered through it, seeing nobody. She checked around in her pockets and was dismayed to find that her cell phone had been taken.

The nudging in her stomach caused her hands to instantly wrap around it.

"It will be okay. Shh..." she soothed. "Daddy will be here soon and we will all get out of here. Don't you two worry."

Without any actual windows in the room, she was unable to tell what time of the day it was and she had no idea how long she had been unconscious. She walked along the walls, testing for any soft spots in the cinder blocks that she could possibly push out, but to no avail.

She needed to get out of this place. She couldn't allow her children be in danger.

"Hello? Hello!?" she began yelling. "HELLO!" Maybe somebody from outside the building would hear her and alert the police.

Her heart nearly stopped when the door to the room opened.

A man with robotic arms walked through the door and shut it behind him. "Ah, so you must be Ms. Watson." He held out a hand to shake it, but she recoiled from it.

"What am I doing here?" She was surprised to find her voice was steady.

"Let's not pretend we both don't know the answer to that question." He smiled at her.

"What do you want with Peter?"

"I think you know the answer to that question, too." His voice was calm, collected.

She scoffed at him. "Why did you come here if you're not going to answer any of my questions?"

"I came here to let you know that there is no use running, there is no use yelling, there is no use fighting back, because none of you will be leaving here tonight."

"You're going to kill me?" she asked, her voice slightly shaking now.

"Yes. I'm not going to lie to you and tell you everything will be alright. There is no chance you will be leaving this place tonight. There will be no more Spider-Man."

A tear slid down her face. "You can't do this to him. It will destroy him. Please," she begged.

"I'm counting on that," he said flatly.

"We'll leave the city. All of us." Her voice now quite unsteady.

"I've already told you, you won't be leaving this place. There are six of us and only one of him. You'll get to see Mr. Parker once last time before we kill you in front of him. In fact, I think I'm going to give Mr. Osborn a call now. He distracted him, to ensure Mr. Parker wouldn't be at home when we came for you." He smiled.

"Harry? What do you mean he's distracting him?" she frowned.

"Ah, well Mr. Osborn doesn't know that I know about their friendship, but I did find out quite recently. Nevertheless, he's distracting Mr. Parker for us. But seeing as how you're here now, I can cut their meeting short."

"Peter isn't friends with that murderer. You have your facts wrong." She smiled at him. "If Peter does see him tonight, I'm sure Harry won't be coming back here."

"Oh, did he never tell you then? What a pity, lying to your loved ones." He shook his head. "Did Mr. Parker not tell you that for the last few months he had been working at Oscorp to create a cure for Mr. Osborn?"

Mary Jane froze. Peter had been leaving the house much more often lately. She just figured he was spending more time as Spider-Man, protecting the city.

"No, he- he wouldn't, he—" she stumbled over her words.

"Well, I'm afraid it's too late to talk to him about that now. I'll see you again shortly, Ms. Watson." He winked at her and left the room.

The moment the door closed, Mary Jane broke down. There was no hope for any of them then. These people were going to murder her and her children. She knew Peter would put everything he could into saving them, but if there really were six of them, he wouldn't be able to save them. He would just get killed, too.

This was going to destroy him.

The door opened again and Mary Jane quickly wiped away the tears on her face. She looked up to see Felicia.

"Fe-Felicia?" she asked, confused. "What are you doing here?"

Felicia paused as she shut the door and looked at Mary Jane, eyes darting back and forth to her stomach.

"I didn't know they'd take you here. I just wanted Parker out of the way."

"What are you talking about?!" Mary Jane's voice shook. Why was Felicia here?

"I told him, Doc Ock. I told him that Peter was Spider-Man. It's just that, Harry's been so depressed lately, he's been doing everything he could to become friends with Peter again, but he keeps putting him off. He said he was making a cure for Harry, but I didn't think he was, and now, well you're here."

Anger was building in Mary Jane as word after word flowed from Felicia's mouth. She struck Felicia across the face with all the strength she had. Felicia stared at her, wide-eyed.

"You've just killed my entire family." Mary Jane's voice quivered.

Felicia brought her hand up to her cheek, already turning bright red.

"I know." was all she said as she walked back towards the door, pausing before she touched the doorknob. Mary Jane watched as Felicia pulled her cell phone out of her pocket and tossed it over to her.

"Here. This is all I can do for you now. Say goodbye to your boyfriend." Felicia crossed her arms.

"He's my fiancé," Mary Jane said as she fumbled with the numbers on the phone before putting it up to her ear. She saw as Felicia's eyes quickly darted to the ring on her finger and then she glanced at a corner of the room, showing Mary Jane she was trying to give her some privacy.

The phone kept ringing, and with each ring Mary Jane was losing more hope.

"Pick up! Pick up the phone," she cried. She thought it was about to go to voicemail, when the familiar sound of Peter's voice answered.

"...Hello?"

"Peter!" Mary Jane choked out.

* * *

"Hey, man. I need you to meet me at the abandoned fairgrounds. Now," Harry said through the phone.

"That's fine. Everything all good?" Peter questioned.

Harry let out a small laugh. "Yeah, I'll explain when you get here."

Peter hung up and got off at the next stop; the fairgrounds were much closer than Osborn Mansion. When he arrived there, Harry was already waiting for him.

"What took you?" Harry called out as Peter jogged up to him.

"I took a bus. I don't swing everywhere, you know," Peter said, rolling his eyes. "So, what's up, man? You've been avoiding me for several weeks and you call me out of the blue?" He kicked at the ground.

Harry threw him a sheepish smile. "Yeah, I just needed some time to think, I guess. But that's not why I called you here tonight. You'll get a kick out of this."

Peter looked up in interest. "What is it?"

"Doc Ock held a meeting tonight and spoke with me in private. He saw your name on one of Spider-Man's pictures and wanted me to question you to see if you knew Spider-Man's whereabouts or who he was." Harry laughed. "I swear this guy is getting more and more desperate. It's sad, really."

Peter shook his head. "Why'd you call me here then? You could have just left and told him you spoke to me."

"Because... I wanted to see you," Harry began, looking embarrassed. "I shouldn't have been ignoring you. I understand why you don't want to be friends again."

Peter sighed. "Harry, it's not that I don't want to be friends with you. I do, I really do. I'm trying. I miss how things used to be between us, but I—"

He watched as Harry's eyes lowered, a desolate look on his face. Harry, the one true friend he had growing up. The one who was used to people failing him, throwing him away, using him...

"—I think I can learn to forgive you, Harry. Forgive, but not forget." Harry looked up at Peter again, confusion written on his face.

"What are you saying, Peter?"

"I'm going to tell Mary Jane about how I've been working at Oscorp. I'll tell her everything that's happened between us, and how it was the goblin who murdered those people, not you."

He watched as a smile slowly made its' way on Harry's features.

"You've saved my life multiple times now, putting yours at risk. You kept my identity a secret, when you could have told my worst enemies. You could have completely destroyed my life if you wanted to. Harry, I'm sorry that I denied you my blood when you first asked. I should have told you that I was Spider-Man, and explained that we could test and experiment with my blood to see if you were compatible. But I hope tonight I've made that up to you." Peter's face broke into a grin.

"What do you mean?" Harry raised an eyebrow at him.

Peter dug into his pockets and pulled out a little pack and showed it to Harry.

"What's in there?" Harry asked, his voice thick with emotion.

"I did it, Harry. The cure is complete." Peter pulled out the small vial of venom and held it up for Harry to see.

"Are you serious?" he asked. Peter nodded. "I don't know what to say, man." Harry's eyes started to become glassy.

"I think with everything we've been through, you've went beyond earning my friendship back. Will this earn mine to yours?" Peter questioned.

"Dude, you know I forgave you ages ago for everything." Harry patted him on the back. "Everything can go back to normal with this."

"Okay, well..." Peter made a nervous coughing noise. "This might sound completely random. I would still need to talk to Mary Jane about it and everything, but we're getting married in a couple of months. And I- I was wondering if you'd be my best man?"

"You serious, man!? Of course I will." Peter hadn't seen Harry look this happy since before he had left for boarding school. "Congrats on this too! I'm glad you found someone. It really is a good thing you lost the braces. Who knows who you'd have ended up with then," he teased.

Peter rolled his eyes and playfully shoved him.

"So...friends?" Harry questioned, holding his hand out to Peter.

This is it, Peter thought. We can have a redo on our friendship. No more lies, no more betrayal, no more pain.

Peter opened his mouth to answer, when his phone started to ring.

"Are you serious?" Peter sighed and pulled out his phone. "Hm…I don't recognize the number." He held it up to show Harry.

Harry's face suddenly went blank. He pulled out his own phone and seemed to check something on it, and then stared back at Peter.

"That's Felicia's number. But why would she be calling you? I just checked and she hasn't tried to get ahold of me at all."

"Huh, weird. She saw me at Oscorp earlier. I wonder what she wants." Peter paused a moment before answering the phone.

"...Hello?"

"Peter!" He heard Mary Jane call out in a strangled voice.

Peter's eyes suddenly went dark. His face had a cold look about it, and Harry took a small step back from him.

"MJ!? What's wrong? What did she do?" he questioned quickly, assuming Felicia had done something.

"No, not Felicia, Peter. She's letting me use her phone."

"Tell me where you are and what happened," Peter said, trying to keep his voice calm. Harry flashed him a confused look.

"He took me from our house, Peter. I think it was the Venom guy you told me about. I also saw Doc Ock, the guy with the robot arms? I don't know where I am. Doc Ock said they kidnapped me so that you would meet them here." Mary Jane was crying now.

"Okay, put him on the phone. Once he tells me where you are, I'm coming for you."

Mary Jane didn't answer him right away.

"MJ! Put him on the phone, now!" Peter yelled into the phone. He didn't want to waste another minute, his fiancee and children were at risk now because of him.

"What is it?" Harry hissed from beside him. Peter ignored him.

"I- I can't. He's not in the room right now. Even if he was, I wouldn't give him the phone. I was- was just calling to tell you that I love you. I love you so, so much Peter," she sniffled.

"I love you too, baby. Why wouldn't you put him on the phone? I need to find out where you are so I can save you guys." His voice was calm, but in a strangled way.

"Because he already told me that he was going to kill me, no matter what. He said he would make sure there was no way you could get me out alive. He's using me as bait, but he's going to kill me to hurt you. You can't come here or he'll kill you too."

"No. No, no, no." He shook his head. "Don't talk like that. Whatever he said to you, forget it. I'm going to come for you, I'll save you no matter what."

Mary Jane gave a small, sad laugh. "I know you would, Peter. That's why I'm asking you not to come here. You'll just get yourself killed, too."

Peter pulled the phone away from his ear for a moment, giving a loud frustrated sigh. He ran his hand through his hair, and brought the phone back up to his ear.

"MJ, please, _please, _get him on the phone if you can. Or let me talk to Felicia. She knows, I'm sure. I promise you that I will save you. I have Harry here with me. Maybe he can distract him or something while I rescue you." Peter's voice had a hint of hysteria in it.

"Peter... Doc Ock told me he sent Harry there to distract _you_," Mary Jane said.

"He..." Peter began. He looked over at Harry's confused expression, when Peter made eye contact with him, he even mouthed 'What's going on?'. Peter narrowed his eyes at him.

It made sense.

"Peter, I love you so—" Mary Jane called out as the phone disconnected.

'MJ! MJ!" Peter shouted into the phone. It was no use, there was nobody else on the other line anymore. He shut the phone off and pocketed it, his face impassive.

"Dude, what the hell is going on?!" Harry shouted.

It all made sense now.

"You planned this whole thing, didn't you?" Peter said in such a chilling voice that Harry took another step back.

"What are you talking about? Peter, man, what is it?"

"_Stop _pretending, Harry," he growled out.

Harry just stared at him, a bewildered expression on his face.

"This whole friendship thing, it was all a game to you. You probably planned this entire thing, didn't you? You wanted to gain my trust so that, in the end, you could crush me, again. Whoever I get close to, you get them killed."

Harry shook his head and moved forward towards him, and went to put his arm on Peter's, in order to calm him down. Peter whipped his arm off and stumbled back.

"Don't fucking touch me, Harry. The only reason you're not dead is because I need to know where she is. Where the hell is she!?" he shouted.

"Who, Peter!? Mary Jane? Is that who you're talking about?! Because I have no fucking idea what you're talking about. It's _me _you're talking to, man." Harry held his arms out towards him. "You just asked me to be your best man at your wedding."

"Yeah, it's _you_." Peter laughed. "A manipulative, psychotic, murderer. I should have never given you another chance."

"_I've changed_. Look, just- just tell me what happened."

"You know what happened! Stop lying, Harry! This wasn't a coincidence, you calling me at this time of all nights. You distracted me so they could take her. Now, she won't tell me where she is because _she _wants to keep _me _safe. I swear Harry, if she has one fucking scratch on her, I will kill you."

"You think I set you up? Why would I do that, man? Do you think I would have wasted all these months pretending to be your friend, just for revenge!? I mean, you made the cure for me." Harry's voice began to tremble.

"Yes, Harry, I believe you would do that for revenge. You-" Peter was cut off as his phone began to ring.

"Hello? MJ!?" Peter shouted into the phone.

A twisted laugh echoed into Peter's ear. "This is Doc Ock, actually, nice to finally speak with you. I do have Ms. Watson here with me though. She doesn't seem to eager to see you."

"Where is she?" Peter growled into the phone.

"357 N. Winston Ave. It's an old warehouse near the Gunther Docks, away from prying eyes," he laughed.

"I'll be right there."

"I'm counting on that, Mr. Parker. Please tell Mr. Osborn we need his assistance here, his assignment is complete," Doc Ock said as he hung up the phone.

Peter didn't even hang up. He just crushed the phone in his fist, letting the pieces fall to the floor. His fists were shaking.

Harry spoke up, "I know the fastest way to—"

"Harry—" Peter began coldly. He shook his head and put a trembling hand into his pockets, pulling out the vial of venom.

"What are you—"

"Don't. Just, I want to see your face when this happens." Peter quickly crushed the vial in his hands, the venom quickly spilling into the soil. "Especially knowing that that vial was all we had. That was it." Peter laughed.

"Peter..." Harry growled out, his voice growing unsteady. He watched as Harry's eyes rapidly changed from blue to green, and as his body started trembling.

Peter dropped the crushed pieces of glass in his hand, and looked down towards the ground. He gently kicked the glass pieces. "I guess there really is no hope for you now."

Harry shut his eyes and his body stopped shaking just as quickly. When he opened his eyes, just the icy blue remained.

"What, no snide remarks? No death threats for ruining the one thing you so desperately craved?" Peter asked coldly.

"I told you. I've changed," he answered in a shaky voice. "Pete, man, it's me. Let's think about this before just waltzing in there. Without a plan, it's—"

He was cut off as Peter's fist locked with his jaw.

"Drop dead, Harry," Peter said tonelessly.

Peter took off as Harry wiped the blood off his mouth.

He heard the glider eventually catch up with him, but Harry kept his distance.

The warehouse quickly came into view. Peter paused to survey the scene. He scoffed as the glider halted beside him.

"Peter, don't go in there. There's nothing I can do to help you in there. They outnumber us. They're stronger than us," Harry explained.

"You got what you wanted, Harry. Stay away from me," Peter growled. Harry quickly pulled around in front of him.

"You're pissed, I get it. But, you have to see sense. You're too angry to—"

"I don't care." Peter peered around him.

"Listen to me, don't do this. Don't go in there, you'll- you'll die, man," he pleaded.

"I don't care." Peter turned to him, hatred on his face. "Now, stop talking to me, leave me alone, you back-stabbing piece of shit."

Harry stared at him, with a hopeless expression at first, then Peter watched as all emotion left his face.

"Fine." Harry flew off towards the warehouse.

Peter stared towards the large open hole on the front of the warehouse where the doors were supposed to be, and quickly swung towards it, landing right in front. The building was several stories high, the marine aroma from the river drifting past him.

It seemed quiet inside. Harry had already made his way inside, so they must know that he was here, there would be no sneaking in.

He quickly thought about how to go about this. He figured he could take out as many of them as possible, and then find where they were keeping Mary Jane. They probably only had one person guarding her wherever she was, and he would take care of that person last. He couldn't count on Harry helping him. Hell, he would probably be the one who volunteered to kill him. Felicia had let Mary Jane use her phone just so she could call him, so maybe he didn't have to take her down, maybe she wouldn't even be here anymore.

Peter strode through the front doors, prepared to take down whoever was in this front room. His heart stopped as he got a look at the inside, and who was all there.

Venom was about 30 feet up the wall, crouching down over the walkway. There was a man, he presumed it was the Vulture, perched near Venom. Electro was standing on the floor of the warehouse off to the side, arms crossed. He almost missed Felicia, slowly walking back and forth on a catwalk opposite from Venom. Harry was floating on his glider about 20 feet in the air, not looking at Peter, not really looking at anything in particular. His face was strangely blank.

What Peter was the most worried about was Doc Ock. He was standing on the tallest catwalk, three of his robotic tentacles supporting his weight, and the fourth was holding up Mary Jane. Just the robotic arm wrapped around his fiancee was enough to enrage him. His children were in there, and the son of a bitch was dangling all of them 50 feet over a concrete ground.

"Spider-Man!" Doc Ock called down to him as Peter made his way to the middle of the room. "Or should we say, Peter Parker."


	24. Chapter 24

Peter looked around, trying to mask his horror.

So there were, of course, six of them in all. Why was Mary Jane out here with them!?

Mary Jane's words rang through his head, "He said he would make sure there was no way you could get me out alive." He shook his head to rid this from his mind.

He would save her. He had to. He promised.

"Everyone take a look at The _Amazing _Spider-Man. Or rather, some teenage punk in a leather jacket," Doc Ock called out.

Peter focused on Mary Jane. She looked terrified. He heard Venom screech with laughter. Electro buzzed with anger, a hint of red in his usual blue.

"I would like to thank Mr. Harry Osborn for volunteering to distract Mr. Peter Parker while we acquired Ms. Mary Jane Watson." Doc Ock gestured towards her. Venom whistled and the Vulture gave a little clap. Harry continued to stare at the wall, emotionless.

"Now, few of you would know, but Harry Osborn is actually _friends _with Peter Parker. They've been friends all their lives," Doc Ock continued.

Electro threw Harry a resentful stare and the buzzing of his electricity grew even louder. Venom dropped altitude to Harry's level. Harry didn't even flinch as Venom advanced towards him, mouth dripping black liquid.

"But!" Doc Ock started as Venom moved towards Harry. "Peter Parker had never told Mr. Osborn his secret, about being Spider-Man, until quite recently in fact." Venom halted. "So, due to his success in distracting Mr. Parker, all is forgiven."

Peter's hatred for Harry flared as he watched him nod his head at Doc Ock's words. He wanted nothing more than to end his life at this moment, but he knew doing so wouldn't help the situation with Mary Jane.

"Let her go," Peter said suddenly. Everyone excluding Harry turned their head towards him.

"Ah, he speaks!" laughed Doc Ock.

Venom jumped back up to one of the damp ceiling beams. "Yeah, let her go!" he called out. "Splat!"

"Please, she has nothing to do with this," Peter began. "Just let her go, and I'll stay here." He came closer.

"Stop right there, Mr. Parker, or else I'll snap her neck before you touch the first step," Doc Ock said as one of his robotic arms let go of a beam and halted behind Mary Jane.

"What do you want?!" Peter yelled up to him in a frenzy.

Doc Ock smiled. "It's always the same question in situations like this. It's never the important questions like, 'How are you planning on killing my girlfriend?'. Now that's a question I could give you a reasonable answer to." The robotic arm behind Mary Jane started curling around her neck. "You see, I was planning on stripping the flesh from her bones as—"

"Stop! Wait!" Peter put his hands forward. He had no idea what to do. There were too many of them. Harry was right. Harry!

"Harry!" Peter called out to his former friend. Harry continued to ignore him, staring at nothing in particular. "Harry, please. I'll do anything, anything you want, if you let her go. You- you want me to leave town? The state? We'll pack up and leave tonight." Peters voice shook as he spoke. "I'll give up being Spider-Man for good. Please, just please let her go. Harry, look at me!"

Harry turned his head towards Peter, and he couldn't make sense of the hopeless look in his eyes. Peter thought he saw a tear run down his face, puzzling him even further. This is what Harry wanted, wasn't it? He set Peter up tonight. The last half of a year had been an elaborate set up, to earn Peter's trust and then crush it. So why was Harry staring at him like that?

"Harry, you want to be the one to personally kill me? I won't even fight back. But, leave her out of this." Peter called out desperately. "I know you're pissed I ruined the cure, but I'll- I'll make another batch. I'll redo the whole thing. Harry, please! I know you hate me, I know I don't deserve your help, but Harry, I'll do anything, please, I can't lose them too."

"Hey, hey! I called dibs on killing Parker," Venom yelled at Harry.

"Peter."

Peter turned his head at the sound of Mary Jane's voice. "Peter, please, get out of here now. While you still have a chance."

"I won't leave you. I'm not going anywhere. I'm going to get you out of here."

He'd promised her. He wasn't going to leave her.

Mary Jane shook her head at him. "They're going to kill me no matter what. There's nothing you can do. I told you not to come here." Her voice broke.

"I'm not leaving. There's no point, can't live without you. I love you," he said quietly.

Mary Jane choked out a sob. "I know, I know Peter. I love you too. I love you so much. And I wish we could spend a lifetime together. I would live hundreds of lifetimes with you if I could. But- but we can't. You _can_ live without me."

Peter closed his eyes, drops slowly running down his face.

"I promised you I would keep you safe," he muttered through gritted teeth as he opened his eyes, his vision slightly blurry.

"I know." Her voice cracked. "I know you did, Peter. But it's okay. It's going to be okay. Just know that I love you."

Peter instantly felt a shock travel through his nerves and he crumpled to his knees. He swore he heard shouting in the background, but at the moment all he could concentrate on was the blinding pain running through his body. His legs suddenly felt tight and his muscles contracted.

The pain ceased abruptly and Peter went to stand up, but found himself unable to. He looked down and his knees and legs had been webbed to the ground by Venom's black webbing. His hands had also been webbed together. He tried pulling his hands apart, but after getting electrocuted his muscles were still sore.

"Are you ready to watch the woman you love die right before your very eyes?" Doc Ock called down to him. Peter shot a pleading look at Harry one last time, not knowing what else to do. Harry still wasn't looking at him. He seemed to be shooting glances outside the windows...

Venom's screechy laughter filled the room and Doc Ock lifted Mary Jane over the floor with his arm. Electro hummed with electricity, but he seemed hesitant, torn between wanting to hurt Spider-Man and not wanting to harm the pregnant woman in front of him.

This can't be happening. This can't be happening, Peter repeated in his head.

I promised her. Keep begging if you have to.

"Please. Don't," Peter breathed. "Please, I'll do anything. I'll help the Sinister Six if you want. I'm- I'm sure—"

"Peter, just focus on my voice. It'll be okay. Everything will be okay," Mary Jane comforted him. One of her shoes slipped off and fell to the ground.

"No, no, it won't. I can't. This can't happen." Peter tried again to unstick himself from the tar-like webbing, but it was useless.

Suddenly, he heard Mary Jane scream and plummet towards the ground. Something had knocked Doc Ock backwards.

"NOOO!" Peter yelled as he watched Mary Jane grow closer to the ground.

There was a crazy whooshing sound, like when you stick your head out the window of a car going 90mph. He couldn't tell where it came from as he watched Mary Jane fall.

He saw a flash of green and watched as Harry swiftly caught her and set her on the ground. She looked a little shaken, but she was fine.

He had saved her. She was okay.

His world was okay for a little longer.

But, why did he save her? It looked as if she said something to Harry, but Peter focused on Venom, who looked livid and was about to jump on Harry.

"Harry!" Peter yelled, but just as Harry turned towards him, a bolt of electricity rushed passed him and zapped Venom to the ground.

"Whoops, sorry, must have aimed wrong," Electro called out as Venom shook it off and retreated towards the top of the warehouse. Peter looked up to see what looked like a sandstorm.

The Sandman must have come back. But he was fighting the others, not helping. He must have been the one to knock Doc Ock over. Peter watched as The Sandman darted between Doc Ock and Vulture, easily dodging their attacks. When Venom made it to the top, Sandman was having trouble keeping up with all three of them. He noticed Felicia in the corner of the warehouse, nearly hidden by the shadows. She was on her cell phone?

Peter brought his attention back to Harry and Electro, who were arguing. Harry looked desperately towards Peter and gave a pleading look at Electro. Electro turned towards Peter, face torn, and slowly nodded at Harry. Harry looked relieved and ran over to Peter.

Harry pulled out a large bowie knife, the same one Peter recognized many months ago when Harry had murderer Aunt Anna. He tensed as he assumed Harry was going to use the knife on him, but instead Harry sliced the webbing off from his hands. Peter stared at him in shock.

"This knife slices through that muck like butter," Harry explained. "One of my more useful inventions."

"What the hell are you doing?" Peter asked.

Harry smiled and tossed him the knife. "I'm saving you. You have to do the rest. Can't let them catch me helping you." Harry turned away, about to jump back on his glider.

"Why?" Peter muttered quietly.

"I told you, you're my friend. No matter what you believe," Harry said before joining the fight above their heads.

Peter quickly sliced the rest of the webbing off him and pocketed the knife before running toward Mary Jane.

"Peter!" she shouted, pointing, but he barely had time to turn when a familiar black figure tackled him.

"Really Brock?! All of this over a stupid job?!" Peter shouted as he kicked him off. He made sure to stand right between Mary Jane and Venom, moving with him as Venom circled them.

"You humiliated me in front of everybody. I lost everything because of you. It's your turn to lose everything." He lunged again, and just like last time he was hit with a blue orb of electricity.

Peter looked up to see Electro hovering about two stories above them. "Sorry about that, I guess I'm all thumbs today!" he called down to Venom.

Venom staggered backwards, before falling to the ground, weak from being electrocuted twice in a short amount of time.

He heard someone curse and felt drops of liquid fall on his arm. Peter looked up. Doc Ock had sliced Harry's cheek. Harry was holding his face, blood pouring through his fingers.

Peter ran towards Mary Jane and squeezed her against him. He kissed her quickly and she kissed him back fiercely.

"You okay!?" he asked her, panic in his voice.

She shook her head and pointed up. Peter looked and the Vulture was coming down after them. Couldn't he get a break!?

Peter readied to leap at him, but Harry had jumped on his back. Peter watched as Harry wrapped his arms around the Vulture's neck. Peter flung webbing at his wings, which made him falter in the air and fall to the ground. Harry let go as the Vulture plummeted to the ground and hit his head on a metal beam on his way down. With both of them dazed for the moment, Peter ran over to them, knife out. Harry was still clutching his face. Peter caught sight of his cut and it looked as if it was already starting to heal thanks to Harry's suit.

The Vulture got to his feet and was about to attack Harry again, but Peter had plunged the knife into the man's back, severing his spine. He was dead before he fell to the ground.

"Damn, Peter," Harry laughed as he got to his feet. Peter tossed the knife back to Harry, not saying anything. The confusion Peter felt was steadily growing. Why was Harry helping him!?

Once again, out of nowhere, Venom tackled Peter to the ground. Damn his spider sense! There was a sudden, searing pain in his left arm as Venom plunged his claws into it. Peter kicked him off of him, lucky that he was still weak from being electrocuted.

Peter watched Harry pierce Venom's back with his bowie knife. Venom shrieked and fell to the ground, attempting to take the knife out. Peter ran forward to help Harry subdue him, but Venom had pulled the knife out of his back and jammed it into Harry's leg, causing him to yell out in pain. Venom took off towards the other end of the warehouse, searching for something.

"You okay?" Peter asked distantly.

Harry pulled the knife out of his leg, pocketing it. "Yeah, just a flesh wound. It will heal. Damn knife is so sharp it slices right through my armor."

"Where'd Venom go?" Peter looked around quickly. He heard an agonized howl and looked up towards the ceiling, where the rest of them were fighting. He couldn't tell who had been hurt. He swore as Venom jumped down from the fight, a familiar orb in his hand.

"I'm sick of you getting in the way, Osborn," he growled, tossing the orb towards Harry.

Peter had no time to get out of the way. He attempted to move Harry out of the way, but instead both of them were thrown backwards in the explosion. Peter smashed through a glass panel, cracking one of his ribs as he collided with the concrete wall.

He glanced at Harry, who had gotten knocked out from the blow. His left arm had multiple glass shards sticking out of it, along with the wound Venom had made. Peter ripped the pieces out as Venom advanced towards Mary Jane.

"No you don't!" Peter yelled as he leapt on top of him.

Venom coiled around him, trying to wrap his arm around his throat. As Peter tried to pry his hands off of him, he made eye contact with Mary Jane. She watched in horror as Venom's claws pierced Peter's shoulder, in the same spot he had been bitten by him before.

Peter had to get her out of here. He promised her.

He promised her.

A loud thud caused both of them to turn, and it seemed The Sandman had fallen from the ceiling, in his regular body form. He was still moving, but seemed to be in a lot of pain. There was nothing Peter could do at the moment. He was already in a tight spot with Venom.

With The Sandman unable to fight and Harry unconscious, Peter knew the odds weren't exactly in his favor. The noise of the fighting in the background seemed to cease. Venom was no longer attempting to hurt Peter, but instead was simply holding him in place.

Why isn't he fighting anymore?! Peter thought. That's when he heard a horrified gasp, and his gaze instantly went to where he heard the noise. It was Felicia who had gasped, but not out of pain it seemed. Her eyes were wide and she was staring in horror behind Peter. Venom finally let go of him and leapt up towards one of the walkways.

Peter got to his feet, seeing but not believing.

"Peter," Mary Jane choked out.

Time completely stopped. Peter couldn't move.

He had promised her.

Mary Jane had two sharp silver beams sticking through her body, one through her lung, the other through her throat.

"NO!" Peter yelled in agony.

Doc Ock ripped his robotic arms out of her body and followed Venom up the walkway.

Time suddenly sped up. He was at her side within a second catching her before she hit the ground.

"MJ? It'll be okay, it'll be okay. It's not that bad," he said as blood began to pour from her wounds. He gently set her down on the ground.

"Stay with me, baby, please, stay with me," he cried. Her breathing was fast and labored. Peter heard sirens in the distance.

Mary Jane shakily brought her hand up to Peter's face and wiped away a tear. She tried saying something to him, but began coughing up blood.

"Shhh, shhh, don't talk. It'll be fine. It'll be okay. It's not that bad," he kept repeating to her. To himself. "The police are on their way. We'll get you patched up. Good as new. It's not that bad."

He had promised her. He was failing.

He turned when he heard someone shuffling up behind him. He focused and saw it was Harry, holding his head, with a stunned expression on his face.

"Peter..." he began, and quickened his pace up to him.

"GET AWAY FROM ME!" Peter yelled shakily at him. Harry halted instantly.

"We need to leave now, the police are nearly here," Venom called to the others.

"Stay with me, MJ. Please. Please, don't leave me." Peter held onto her. Her breathing was starting to slow.

"Fine," Doc Ock said coolly. "Eddie, grab Parker and bring him with. Max, please escort Ms. Hardy and Mr. Osborn to the place as well. The girl stays."

Venom dropped to the floor and attempted to grab Peter, but he turned around and instantly punched him in the face, sending him flying backwards.

"I may need some help here, Doc. My muscles are on fire thanks to Max," Venom growled as he made his way towards Peter again.

"Stay away from her," Peter said through gritted teeth as Doc Ock made his way towards him.

"My dear boy, I simply need you to come with us. She's staying here." Doc Ock smiled.

"No, no. I'm staying with her." Peter got into a defensive position. The sirens were louder now, they would be here in a minute or two.

"Max," Doc Ock called out and Peter was instantly curled on the floor from the electricity. Venom got his chance and quickly tied up Peter's hands together and then his feet. Doc Ock lifted him up with his robotic arms and began to make his way out of the warehouse.

"Get moving Osborn," Peter heard Venom say, causing him to focus again.

He opened his eyes and Mary Jane was staring back at him, and he was dismayed to find that he was moving in the opposite direction from her.

"I'd like to take credit for killing that sand guy. My bite must have done him in," Venom called out to the others. Peter took a quick glance at the man who had attempted to save them. His unseeing eyes stared towards the ceiling.

Mary Jane slowly reached her arm forward, towards Peter as he was being hauled away.

"MJ! MJ!" he called.

Her arm went limp.

He watched as more and more time increased between each breath she gave.

Venom had webbed up his mouth so the police wouldn't hear him shouting.

He was a mere couple of feet from being carried out of the warehouse. The red and blue lights looked to be right around the corner. Peter was able to look at her for a sheer moment before being taken from the warehouse.

Her chest rose and fell one last time before giving up, and Mary Jane took her very last breath.

He had promised her. He had failed.


	25. Chapter 25

"Hey, man. I need you to meet me at the abandoned fairgrounds, now," Harry quickly said to him through the phone.

"That's fine, everything all good?" Peter asked.

Harry snorted, Peter was always the worrier. "Yeah, I'll explain when you get here."

Peter had hung up and Harry sat down on one of the benches waiting for him to get there. Harry laughed to himself, thinking of Doc Ock.

If only he knew the truth, Harry thought to himself, shaking his head.

Nearly half an hour went by and Harry was growing impatient. He got up from the bench and walked around the abandoned area. He spotted a figure jogging up to him, and smiled as he realized it was Peter.

"What took you?" Harry called out to him. Peter was in his leather jacket, not the Spider-Man outfit Harry presumed he would be in. He felt kind of awkward in his suit.

"I took a bus. I don't swing everywhere, you know." Peter rolled his eyes at him. "So, what's up, man? You've been avoiding me for several weeks and you call me out of the blue?"

Guilt ran through him. One of the main things Harry had been feeling lately. He didn't even really think Peter had noticed, but he had been avoiding him. He decided to play it off and smiled sheepishly at him.

"Yeah, I just needed some time to think, I guess. But that's not why I called you here tonight. You'll get a kick out of this." Peter looked up in interest.

"What is it?" Peter asked him.

"Doc Ock held a meeting tonight and spoke with me in private. He saw your name on one of Spider-Man's pictures and wanted me to question you to see if you knew Spider-Man's whereabouts or who he was." Harry laughed. "I swear this guy is getting more and more desperate, it's sad really."

Peter shook his head. "Why'd you call me here then? You could have just left and told him you spoke to me."

Dammit.

Peter stared at him, waiting for an answer.

"Because... I wanted to see you," he began, attempting not to show his embarrassment. "I shouldn't have been ignoring you. I understand why you don't want to be friends again." He shrugged.

He didn't want to keep pressuring Peter into being his friend again; it was childish. He had to let it go. He had to let his friend go.

Peter sighed. "Harry, it's not that I don't want to be friends with you. I do, I really do. I'm trying. I miss how things used to be between us, but I—"

Harry lowered his eyes to the ground. He was sick of the excuses; he had gotten them his entire life. If Peter didn't want to be friends with him, he should just tell him and stop trying to avoid it.

"—I think I can learn to forgive you, Harry. Forgive, but not forget."

Wait, what?

Harry felt his heart skip a beat. Peter was watching him, a calculated expression on his face. Harry didn't want to get ahead of himself, he wanted to make sure Peter was saying what he thought he was saying.

"What are you saying, Peter?"

"I'm going to tell Mary Jane about how I've been working at Oscorp. I'll tell her everything that's happened between us, and how it was the goblin who murdered those people, not you."

A smile slowly made its way across Harry's face.

"You've saved my life multiple times now, putting yours at risk. You kept my identity a secret, when you could have told my worst enemies. You could have completely destroyed my life if you wanted to. Harry, I'm sorry that I denied you my blood when you first asked. I should have told you that I was Spider-Man, and explained that we could test and experiment with my blood to see if you were compatible. But I think tonight I made that up to you." Peter's face broke into a grin.

"What do you mean?" Harry raised his eyebrow at him. Peter didn't need to make anything up to him; he was the one who ruined their friendship.

Peter began digging through his pockets and pulled out a little case.

"What's in there?" Harry questioned, trying to cover the emotion in his voice. There was no way that it was what he thought it was.

"I did it, Harry. I made the cure for you." Peter opened up the case and pulled out a small vial with a mantis green liquid swirling around inside.

"Are you serious?" Peter nodded to him. "I don't know what to say, man." Harry didn't even mind that he felt his eyes tearing up. He couldn't believe Peter had done this for him, it was more than he could ever ask for.

"I think with everything we've been through, you've went beyond earning my friendship back. Will this earn mine to yours?" Peter timidly asked him.

Harry internally laughed. Peter never had to earn his friendship, he had been a true friend to him from the beginning.

"Dude, you know I forgave you ages ago for everything." he patted Peter on the back. "Everything can go back to normal with this."

He knew the goblin was the reason Peter didn't want to get close to him. Once it was out of the way, things could go back to how they were.

"Okay, well..." Peter made a nervous coughing noise. Harry smirked at him, Peter rarely got nervous. "I would still need to talk to Mary Jane about it and everything, but we're getting married in a couple of months. And I- I was wondering if you'd be my best man?"

Harry couldn't believe his ears. There was just so much positive things happening all at once, it was overwhelming. It was funny, he remembered how Peter and him talked about marriage when they were kids, and how there was _no way _either of them would ever get married.

"You serious, man!? Of course I will." Harry grinned. "Congrats on this too! I'm glad you found someone. It really is a good thing you lost the braces, who knows who you'd have ended up with then." he teased.

Peter rolled his eyes at him and shoved him.

"So...friends?" He questioned, holding his hand out to Peter.

This is it, Harry thought. He felt incredibly vulnerable as he waited for Peter's response. Years and years of disappointment and self doubt had made him extremely insecure about any kind of relationship.

Peter opened his mouth about to answer, and then his phone began to ring.

"Are you serious?" Peter sighed pulling his phone out. "I don't even recognize this number." he held it up towards Harry.

Harry stared at the number, narrowing his eyes. No, that couldn't be right. He pulled out his phone to check if he had any missed calls or texts, but found none. He let out a big breath of air.

"That's Felicia's number," Harry shook his head. "But why would she be calling you, I just checked and she hasn't tried to get ahold of me at all."

"Huh, weird. She saw me at Oscorp earlier. I wonder what she wants." Peter paused a moment before answering the phone.

"...Hello?" Peter answered, an odd smile on his face.

Harry tried to listen but couldn't hear what she was saying. Peter's eyes suddenly went cold and the smile instantly vanished from his face. Harry took a step away from him as he saw Peter's entire body tense up.

"MJ!? What's wrong? What did she do?" Peter questioned quickly.

Why the hell was Felicia with Mary Jane? They hated each other.

"Tell me where you are and what happened," Peter said unsteadily.

Harry was about to step forward to try getting in on the conversation, but the stare he received told him he'd better not.

"Okay, put him on the phone. Once he tells me where you are, I'm coming for you," Peter said into the phone. His friend was starting to panic.

Harry was beginning to feel anxious, but kept his demeanor calm. It wouldn't do Peter any good if both of them weren't in their right minds.

The goblin in the back of Harry's mind was growing impatient. Harry pushed the pain back as his mind started to slowly get ripped into shreds. He quickly did his breathing exercises, while Peter was completely oblivious.

"MJ! Put him on the phone, now!" Peter yelled suddenly, snapping Harry out from his internal struggle.

"What is it?" he hissed at Peter, annoyed that he wouldn't answer his questions.

_Take the phone from him and bash his head in with it._

He backed up a little more as the goblin was threatening to tear out of him. He couldn't get annoyed at Peter right now, there was no reason to. His friend was panicking and he'd inform Harry with what was going on after the phone call.

"I love you too, baby. Why wouldn't you put him on the phone? I need to find out where you are so I can save you guys." Peter said. Harry could tell he was trying to keep it together, but he wasn't fooling him.

"No. No, no, no." Peter shook his head. "Don't talk like that. Whatever he said to you, forget it. I'm going to come for you, I'll save you no matter what."

Who the hell was Peter talking about. Harry was getting angry himself; him and Mary Jane were obviously not on good terms, but if someone was threatening his friend's fiancee, he wasn't just going to sit back and do nothing about it.

Peter pulled the phone away from his ear for a moment, giving a loud frustrated sigh. He ran his hand through his hair, and brought the phone back up to his ear.

"MJ, please, _please, _get him on the phone if you can. Or let me talk to Felicia, she knows I'm sure. I promise you that I will save you. I have Harry here with me, maybe he can distract him or something while I rescue you." Peter said hysterically. Harry nodded to Peter letting him know he was in on whatever Peter needed him to do.

"He..." Peter began, but stopped suddenly, making eye contact with Harry. He noticed that Peter's pupils were dilated and his face was pale.

'What's going on?' Harry mouthed to him as Peter narrowed his eyes at him.

"MJ! MJ!" Peter shouted into the phone, breaking eye contact with him. Harry had an uneasy feeling as Peter calmly pocketed his phone.

What was Peter waiting for!? Harry wanted to know what was going on! He couldn't wait anymore, it was putting him on edge.

"Dude, what the hell is going on?!" he shouted finally. Peter looked towards him again, narrowing his eyes once more.

Why was Peter suddenly staring at him with such... animosity?

"You planned this whole thing, didn't you?" Peter said to him in such a chilling voice it made him step back again.

"What are you talking about? Peter, man, what is it?"

"This whole friendship thing, it was all a game to you. You probably planned this entire thing, didn't you? You wanted to gain my trust so that way in the end, you could crush me, again. Whoever I get close to, you get them killed."

Harry shook his head and moved forward towards him, putting his arm out to hopefully calm him down. Peter whipped his arm off and stumbled back.

"Don't fucking touch me, Harry. The only reason you're not dead is because I need to know where she is. Where the hell is she!?" he shouted.

"Who, Peter!? Mary Jane? Is that who you're talking about?! Because I have no fucking idea. It's _me _you're talking to, man." Harry held his arms out towards him. "You just asked me to be your best man at your wedding."

"Yeah, it's _you_," Peter laughed. "A manipulative, psychotic, murderer. I should have never given you another chance."

That was a low blow. But it was true. It was all true.

"_I've changed_. Look, just- just tell me what happened."

"You know what happened! Stop lying, Harry! This wasn't a coincidence, you calling me at this time of all nights. You distracted me so they could take her. Now, she won't tell me where she is because _she _wants to keep _me _safe. I swear Harry, if she has one fucking scratch on her, I will kill you."

"You think I set you up? Why would I do that, man? Do you think I would have wasted all these months pretending to be your friend, just for revenge!? I mean, you made the cure for me." Harry's voice began to tremble.

The thing was, before he found out the truth about Peter actually caring about him, it sounded like something he might do, and it terrified him because he knew that Peter knew it was something he would have done.

"Yes, Harry, I believe you would do that for revenge. You—" Peter cut his sentence short as his phone began to ring again.

"Hello? MJ!?" Peter shouted into the phone.

Harry couldn't believe the turn in events, in everything. But just like everything else in his life, it was too good to be true.

"Where is she?" Peter growled into the phone. "I'll be right there."

Peter didn't even hang up, he just crushed the phone in his fist, letting the pieces fall to the floor. His fists were shaking. The look of accusation burned into Harry, and he instantly realized what was going on.

Somehow _they _had Mary Jane. He wasn't sure how or why, but it was the only thing that made sense. All he had to do was explain to Peter what was going on.

He spoke quickly, "I know the fastest way to—"

"Harry—" Peter began coldly. He shook his head and put a trembling hand into his pockets, pulling out the vial of venom.

He hated the way Peter was speaking to him, venom laced in every word. Peter held up the vial of venom, a harsh smile on his face.

"What are you—"

"Don't. Just, I want to see your face when this happens." Harry's heart stopped as Peter crushed the cure in his hand, letting every drop spill to the floor. "Especially knowing that that vial was all we had. That was it." Peter laughed, but it was like hearing a stranger.

"Peter..." Harry growled out, his voice growing unsteady. His body began to shake angrily. The goblin was laughing in the back of Harry's head, overjoyed with the fact that the cure was gone. Harry couldn't get rid of him now.

Peter dropped the rest of the pieces of the vial into the grass and kicked them aside. "I guess there really is no hope for you now."

_That's it then. Grab him now. Kill him. KILL HIM._

Harry shut his eyes and his body stopped shaking just as quickly. He wasn't going to let the goblin out, not now. Peter had to save Mary Jane, and he wouldn't be able to help him if his alter ego was trying to kill him. He opened his eyes and felt like his normal self.

"What, no snide remarks? No death threats for ruining the one thing you so desperately craved?" Peter asked him coldly.

"I told you. I've changed," he answered in a worn-down voice. "Pete, man, it's me. Let's think about this before just waltzing in there. Without a plan, it's—"

Peter's fist suddenly connected with Harry's jaw, and he fell backwards onto the grass, completely surprised.

"Drop dead, Harry," Peter said tonelessly.

Harry smeared the blood off of his face, not allowing Peter to see the wounded expression on his face. Peter took off swinging towards the warehouse, Harry assumed, in just his street clothes. He quickly jumped on his glider and followed Peter, keeping his distance.

His phone began to vibrate and he saw that he received a text.

**Keep P away from here, I'll explain later. -F**

Without replying, he stuffed the phone back in his pocket.

When he had caught up to Peter, he was surveying the warehouse. This is not good, Harry thought to himself. It's a trap, he can't go in there right now.

"Peter, don't go. There's nothing I can do to help you in there. They outnumber us, they're stronger than us." Harry attempted to explain to him. They needed a plan.

"You got what you wanted, Harry. Stay away from me," Peter growled. He quickly pulled his glider in front of him.

"You're pissed, I get it. But, you have to see sense. You're too angry to—"

"I don't care." Peter peered around him.

"Listen to me, don't do this. Don't go in there, you'll- you'll die, man," he pleaded. He couldn't let Peter go into there unprepared. His stomach clenched as he thought of his only true friend dying because of him.

"I don't care." Peter turned to him, hatred on his face. "Now, stop talking to me, leave me alone, you back-stabbing piece of shit."

He stared back at Peter, taking in the hatred and revulsion on his features. Harry had fucked up yet again, and there was nothing he could say to him to convince him otherwise.

"Fine," Harry said in a steady voice. He shook his head and flew to the warehouse.

What the hell was he going to do!?

As he flew his glider inside he saw that everyone was waiting for him.

"Mr. Osborn! Nice of you to join us." Doc Ock called down to him as he entered.

Eddie was about 30 feet towards the ceiling, crouching down on walkway. The Vulture was perched near Eddie. Max was standing on the floor of the warehouse off to the side, arms crossed. Felicia was walking across a catwalk near Eddie. She made eye contact with him and Harry shot her the most furious look he could muster at the moment, causing her to guiltily look away.

The truth was, he was scared as hell. Sure, Doc Ock and the others obviously knew about Peter. He had a feeling he knew who had told them as well. They would probably kill him for his betrayal. But this wasn't what he was afraid of.

He was going to lose his best friend tonight, he just knew it. He would try whatever he could to keep them from killing him, but in the end, there was more of them than Peter and him. They would win. His friend would die.

And if that happened, he would soon follow.

He looked up towards the ceiling and his eyes flashed as he saw Doc Ock holding Mary Jane above the concrete floor, grasping her with one of his robotic arms.

He made a small gasp as he saw Peter enter the warehouse, but quickly masked it.

They were going to need help. Harry inconspicuously took out his phone and scrolled through the contacts. He stopped at Flint Marco, and quickly shot him a text. It would be a miracle if he came, but another person on his side could make a difference in what would happen to them all.

"Spider-Man!" Doc Ock called out suddenly. Peter had made his way to the center of the room. "Or should we say, Peter Parker."

"Everyone take a look at The _Amazing _Spider-Man. Or rather, some teenage punk in a leather jacket." Doc Ock called out in a patronizing tone. Harry focused on the wall opposite from him. He didn't want any attention on him right now, he had to hide his emotions.

Eddie screeched with laughter. Max seemed to buzz with anger, a slight red shade bouncing off of him.

Shit. He would have to try talking to Max if he could. He wondered if his and Max's comradeship was greater than Max's hatred for Spider-Man.

"I would like to thank Mr. Harry Osborn for volunteering to distract Mr. Peter Parker while we acquired Ms. Mary Jane Watson." Doc Ock gestured towards Mary Jane. Eddie whistled and the Vulture gave a little clap.

It all made sense now.

The bastard had lied to them. He had set him up. Anger rushed through Harry, but he continued to mask it. He had to mask everything.

"Now, few of you would know, but Harry Osborn is actually _friends _with Peter Parker. They've been friends all their lives." Doc Ock said callously. Harry breathed in deeply. This wasn't good. He shifted his eyes to Max.

Max was staring at him in resentment, and the buzzing of his electricity grew even louder. Eddie dropped down a story, causing himself to be on the same level as Harry. He didn't flinch as Eddie made his way forward, black liquid from his mouth. If anything happened to him now, he deserved it.

"But!" Doc Ock started as Eddie moved towards him. "Peter Parker had never told Mr. Osborn his secret, about being Spider-Man, until quite recently in fact." Eddie halted. "So, due to his success in distracting Mr. Parker, all is forgiven."

Harry slightly nodded at Doc Ock, acknowledging his words. It would be much easier to keep Peter out of harms way if all of them weren't trying to attack him as well. He wondered if Doc Ock knew how devoted he was to Peter.

"Let her go," Peter said suddenly, catching them off guard. They all turned to him, but Harry continued to impassively stare at the wall.

"Ah, he speaks!" laughed Doc Ock.

"Please, she has nothing to do with this." Peter began. "Just let her go, and I'll stay here." He walked closer.

Harry listened as Peter attempted to reason with Doc Ock, but he knew once the man had made up his mind, he wasn't going to change it anytime soon.

"Harry!" Peter called out to him.

No, no, no! What is he thinking?!

"Harry, please. I'll do anything, anything you want if you let her go. You- you want me to leave town? The state? We'll pack up and leave tonight." Peters voice shook as he rushed the words out. "I'll give up being Spider-Man for good. Please, just please let her go. Harry, look at me!"

The pain in his friends' words struck him like a knife and he imperceptibly winced.

Harry turned his head towards Peter, not caring about covering the pain on his face. His friend thought that he had set him up, and he might not even get the chance to explain himself. Peter stared into his eyes, silently pleading for his help.

Of course he wanted to help him. But what could he do now? He tried telling Peter not to come here, but he wouldn't listen to reason.

"Harry, you want to be the one to personally kill me? I won't even fight back. But, leave her out of this." Peter called out desperately. "I know you're pissed I ruined the cure, but I'll- I'll make another batch. I'll redo the whole thing. Harry, please! I know you hate me, I know I don't deserve your help, but Harry, I'll do anything, please, I can't lose them too."

He couldn't care less about the cure right now. Did Peter really think he cared more about the damn cure than his friend's life?

Of course he thought that, he thought Harry had set him up tonight. He believed Harry's attempt had friendship had been an elaborate plan to hurt him.

"Hey, hey! I called dibs on killing Parker!" Eddie yelled. He couldn't help the aggravated look he shot him.

"Peter!" Mary Jane called out.

She must have known that her fate was sealed the moment she got here. She began to comfort Peter, and Harry knew, by the way she was speaking, she didn't think she would be making it out of here alive.

"I promised you I would keep you safe," Peter said to her miserably.

Harry was instantly brought back to the clock tower with Gwen. He could just imagine that this was how Peter had looked and felt then, and Harry had directly caused that pain. This was the second time Harry had caused Peter this pain.

"I know." Her voice cracked. "I know you did, Peter. But it's okay. It's going to be okay. Just know that I love you."

Doc Ock nodded to Max, and he watched as he sent several bolts of electricity towards Peter, incapacitating him.

It was heartbreaking that the pain on Peter's face from the electricity was nothing compared to the pain on his face shortly before.

Eddie jumped down from the walkways and quickly webbed Peter's legs to the ground and then webbed his hands together.

"Are you ready to watch the woman you love die right before your very eyes?" Doc Ock called down to Peter.

Harry quickly searched the windows through his peripheral vision. Where the hell was Marco!? If it came down to it, Harry was ready to fly forward to catch her, but it would give away his loyalty to the group instantly.

Eddie's psychotic laughter filled the room as Doc Ock lifted Mary Jane over the floor with his arm. Max was buzzing loudly, and Harry could tell he didn't want to aid in what Doc Ock was doing. Max wasn't a bad guy when it came down to it.

"Please. Don't," Peter breathed. "Please, I'll do anything. I'll help the Sinister Six if you want. I'm- I'm sure—"

Dammit, Peter. Harry remember when he had asked Peter to join them a long time ago, but he was glad he had denied him. He was too good of a person to associate with these people. With him.

"Peter, just focus on my voice. It'll be okay. Everything will be okay," Mary Jane consoled him.

"No, no, it won't. I can't. This can't happen." Peter began pulling and tugging at Eddie's webbing, but it was useless. Harry slid his hand in his side pocket and felt his bowie knife, if he could get to him, he could slice the webbing off easily.

Suddenly, Harry's wish was granted in the form of a sandstorm. Marco flew in through the window, throwing a huge punch at Doc Ock causing him to lose his footing on he beams.

"NOOO!" Peter yelled as Mary Jane plummeted towards the ground.

Harry didn't even think, he just took off towards her. He caught her as gently as he could and brought her to the ground. He quickly looked around and it seemed everyone was more interested in the newcomer than him.

"You okay?" he whispered to her.

The look she gave him puzzled him, he couldn't even describe it. Anger, revulsion, and fear flashed across her face. But just as soon as those came, relief and hope colored her face.

"Keep him safe, Harry," she told him.

"I'll do whatever I can," he promised her.

"Harry!" Peter yelled, and he turned his head just as a blue flash shot inches from his face. He followed the electric flash and saw that it had hit Eddie.

"Whoops, sorry, must have aimed wrong," Max called out as Eddie shook it off and retreated towards the top of the warehouse. Harry watched Eddie crawl towards the ceiling and it looked as if Marco had created a sandstorm.

Marco was easily dodging their attacks up there. His eyes flickered to Felicia, she was on her cell phone! He could have rolled his eyes at her if he wasn't so angry.

He remembered that Peter was webbed to the floor and was about to take off towards him, but Max was blocking the way, betrayal on his face.

"Max, please, I'll explain everything to you. Just please, let me save my friend. You don't have to help me to help him, just please." his voice shook. He knew if Max didn't want Harry to help Peter, there was nothing that could be done. He shot him a pleading look, and Max seemed to deliberate at he looked at the defenseless teenager on the floor. He looked back at Harry and nodded, moving slightly to the left to allow Harry to pass.

Harry pulled out his knife and ran towards Peter. He kneeled on the floor and Peter tensed as he got closer. Once again, it was like another stab to his chest; his friend thought that he was going to harm him with the knife. He swiftly cut through the webbing on Peter's hands in a careful motion.

"This knife slices through that muck like butter," Harry explained. "One of my more useful inventions."

"What the hell are you doing?" Peter asked, disbelief on his face.

Harry smiled at him and tossed him the knife. "I'm saving you. You have to do the rest, can't let them catch me helping you." Harry got up from the floor.

"Why?" Peter muttered quietly.

"You're my friend. No matter what you believe." he said before jumping onto his glider. He flew towards the ceiling where Felicia was staying out of the way.

"Was it you?" Harry asked her coldly.

She took a moment and then nodded to him. Harry curled his lip at her.

"Then, after tonight, I never want to see you again."

"Harry, please let me explain."

"No, Felicia! Look what you've done!" He gestured around the room.

She narrowed her eyes at him. "I did this for you. I didn't think this would happen."

"Exactly! You didn't think!" he shouted.

"I just made an anonymous tip to NYPD. Maybe they'll—"

Harry held his hand up to her as he heard Eddie shriek. He looked towards the ground and Eddie was crumpled in pain. Max had a flat expression on his face as he called out to Eddie, "Sorry about that, I guess I'm all thumbs today!"

If they got out of here alive tonight, he definitely had a lot of explaining to do to Max.

Harry squinted through the sand to find Doc Ock; With all of the commotion going on right now, he could possibly help get rid of this guy.

Eddie made his way back up to sandstorm after being electrocuted. Harry almost missed him as he landed right in front of him.

"I don't know what you guys are up to Osborn, but make sure you stay on the _right_ side." he growled.

"Don't know what you mean, Brock." Harry sneered at him.

"Good, because Vulture is flying down to kill your buddy." he laughed and swung away from Harry.

There was suddenly a white-hot pain against his cheek. He quickly brought his hand up to his face and blood quickly swept over his fingers.

"What the fuck!?" he yelled and his eyes quickly went to Doc Ock, who winked at him and waved one of his robotic arms.

He must have seen him helping Peter earlier.

Shit, Peter.

He widened his eyes as he saw the Vulture swooping down towards them. Harry shook his head and raced towards him. Jumping from his glider, he landed on his back and wrapped his arms around the man's throat. He saw Peter shoot some webbing towards them and it got tangled in the Vulture's wings, causing them to fall to the ground. They fell through some catwalks and another pain seared through Harry as his head collided with a metal beam. He brought his hand up to his head and there was a gash on the side which was bleeding immensely. He felt his cheek and that wound was already starting to heal thanks to his suit.

The Vulture recovered quickly and got up from the ground, eyes locked onto him. Harry backed up towards the wall and felt around in his pockets. He forgot that Peter had his knife, and all his spheres were attached to his glider.

He was screwed and his vision was blurry due to the blood leaking into his eyes.

As the Vulture closed in on him, he watched as his eyes went wide and then he slumped over on the ground, Harry's knife sticking out of his back. He smeared the blood out of his eyes and saw Peter standing behind the Vulture.

Peter had just murdered somebody to save him.

"Damn, Peter," he laughed as he got to his feet. Peter silently tossed him his knife.

Harry was about to say something else when Eddie came out of nowhere and pinned Peter to the ground, sinking his claws into his arm.

We can never catch a break, can we? Harry thought to himself.

He ran forward and plunged the knife deep into Eddie's back and watched as he helplessly tried to pull it out. He helped Peter off the ground and then yelled out as his leg was suddenly in pain; Eddie had stabbed him with his own knife. He looked up from his leg wound and Eddie had taken off.

"You okay?" Peter asked distantly.

Harry pulled the knife out of his leg, pocketing it. "Yeah, just a flesh wound, it will heal. Damn knife is so sharp it slices right through my armor." Harry shook his head.

They really did make a hell of a team when it came down to it, Harry laughed to himself. Peter kept shooting him confused looks and narrowed his eyes at him.

"Where'd Venom go?" Peter looked around quickly as they heard an agonizing howl from up towards the ceiling. Harry tried to focus but his vision was still slightly blurry.

Eddie jumped down from the ceiling, a triumphant grin on his face, and he had one of his spheres in his hand. Anger grew inside of him as he realized he was about to have his own weapon used against him.

"I'm sick of you getting in the way, Osborn," Eddie growled out as he tossed the orb towards them. Harry couldn't move yet due to the stabbing in his leg, and was surprised when Peter jumped in front of him. They both ended up being thrown backwards by the explosion, causing Harry to get knocked out from the blow.

_You're fighting against your own. You're betraying them. _The goblin growled inside his head. _Fight the real enemy!_

No. I'm not betraying my friend again. No matter what you say.

_One of us will end up killing him._

SHUT UP! Harry yelled inside his head. The goblin began laughing hysterically.

_Looks like you may have lost him already..._

Harry finally came to and it seemed all fighting had stopped. He got to his feet and everyone in the room was staring at a specific spot, when his eyes followed, he sharply inhaled.

Peter was holding Mary Jane in his arms. A large pool of blood was forming around the two of them. Harry had failed in keeping them both safe. He slowly walked up to Peter, ignoring the others as they watched him walk up to Peter.

He swore he heard sirens coming, and then remembered Felicia had made an anonymous tip. Was he only out for a couple minutes? How did things go so bad so fast!?

Peter was wrapped around Mary Jane, attempting to stop the bleeding. There was too much already though. She wasn't going to survive, he had to know that. The agony in Peter's voice was too much for Harry. He needed to be there for his friend.

"Peter..." he began, and quickened his pace up to him.

"GET AWAY FROM ME!" Peter yelled shakily at him, causing him to halt instantly. The hate in Peter's eyes was back. Harry couldn't blame him.

Peter kept attempting to stop the flow of blood from Mary Jane. The lump in Harry's throat grew as he knew it was going to do no good. She was going to die.

He looked up towards the others. He was probably going to die tonight as well. He couldn't see how he was going to get out of this one. No use fighting now.

Eddie dropped to the floor and Harry was glad to see Peter was still fighting. He punched Eddie right in the jaw, causing him to stagger backwards.

Peter fought to stay with her for as long as he could, until Doc Ock was forced to call upon Max for his help.

"Max!" Doc Ock called out and Peter was instantly curled on the floor from the electricity. Max shot Harry a regretful look.

Harry closed his eyes as his friend yelled out in pain. There had to be something he could do. He would bargain with Doc Ock for Peter's life. There had to be something he wanted more than he wanted Spider-Man dead.

Eddie once again webbed Peter's feet and hands together allowing Doc Ock to pick him up without a struggle.

"Get moving, Osborn," Eddie said to him as Harry continued to watch Peter being taken away.

"I'd like to take credit for killing that sand guy. My bite must have done him in," Eddie said. Harry gulped as he saw Marco dead on the ground. He had came here and risked his life to help Peter and Mary Jane. Another person killed because of him.

Harry slowly walked behind the others. He wanted to turn the noise off, just tune everything out. He felt like he was having a panic attack.

He failed them. He was a failure. He knew this. His father had told him this nearly everyday that he had lived with him.

Peter kept calling to Mary Jane. Harry glanced backwards at her and a tear ran down his face as she watched Peter being taken away.

I failed you, Harry thought to her. I'm sorry.

Peter's shouts suddenly became muffled and he saw Eddie had webbed his mouth shut.

He wanted nothing more than to plunge his bowie knife into that guy's face right now. If he could just let the goblin out for a little bit, he was sure he could win a fight against Eddie. He shook his head as he realized if the goblin was out, he'd go for Peter instead.

Harry took one last look at Mary Jane before leaving in warehouse with the others. The hatred in himself was hitting an all-time high. Her chest rose and fell one last time before giving up and Mary Jane took her very last breath.

His eyes quickly shifted to his friend. Peter had been watching her this whole time as well. The moment Mary Jane had taken her last breath, Harry watched the light leave Peter's eyes, and he was nothing more than an empty shell.


	26. Chapter 26

It had been what, weeks? Months?

He had no way of knowing what time of the day it was. The room he was in held no windows, no clock, nothing.

Not like he cared.

But it had actually surprised him when Felicia visited him one evening and informed him that he had only been there for a week.

He had been living in hell for only a week!?

He sat on the damp ground, back against the wall, clenching his knees against himself. The rattle of keys being put into the locks outside his door informed him someone was about to come into his little room.

Instinctively, he tensed up and clutched his knees closer to himself, shutting his eyes. He retreated far into his mind, turning back time.

Holding Mary Jane against him as she playfully pushed him away.

He chuckled out loud.

The way she would look at him whenever he got home from saving the city.

The first night they kissed.

Every time she told him she loved him.

Holding his hand against her stomach and feeling their children kicking.

He gasped as he felt someone put their hand on his arm.

"It's- it's just me," said a quiet voice.

This was new. Nobody had spoken to him in here for quite some time.

He recalled how Doc Ock had tossed him in the room on the same night that he had lost everything. Peter had pounded on that door for hours, but it wouldn't budge. He had yelled himself hoarse.

Revenge had been the only thing on his mind at that time. With nothing in the room to do, he quickly began to go stir crazy.

Guilt. Regret. Anguish. Remorse. Pain.

He wanted to be with her. He needed it more than anything else in the world.

He had lost _everything_.

But they had kept him in this room with literally nothing. What was he supposed to do!? He wasn't given any food or water, so he knew they weren't planning on keeping him alive for long.

Several days later, he thought, Doc Ock had come back.

Peter looked up at him from the ground.

"Is it time?" he raised an eyebrow at him.

The man walked over to Peter and set a hand on his shoulder. He didn't even flinch.

"Not quite." he smiled, and plunged a needle into him arm. "Just need to run a few tests."

"Why don't you just kill me now?" he questioned, like a kid asking why the sky was blue. His question was ignored.

"Ah, that will do," Doc Ock said and pulled the needle out of his arm, with a vile full of his blood. Peter looked up and Venom was standing in the doorway.

"I have testing to do, Eddie. I need him alive," Doc Ock told him impatiently.

Venom laughed the same shrieky laugh that filled Peter's ears. "He'll still be alive when I'm done here, I just have to have a word with him."

Doc Ock narrowed his eyes at him but then nodded his head. Peter watched as he left Venom in the room, shutting the door behind him.

Venom pulled his mask back from his face and pulled out Harry's bowie knife, pacing the room. Peter's eyes followed him back and forth, when suddenly the knife was suddenly whipped at him.

He winced and looked down, the knife was embedded into the muscle of his upper arm. He pulled it out and tossed it across the room.

"That was for the Vulture," Venom growled, picking up the knife.

Peter scoffed at him. "Really? What kind of super villain goes down with a simple stab to the back?" He prodded the wound on his arm with his finger.

Venom swiftly crossed the room, kicking him square in the jaw. "You're going to die in this room, Parker," Venom snarled as he knelt down beside him.

"Counting on that," Peter said before spitting blood into Venom's face.

He laughed and wiped the blood off of his face, allowing the Venom mask to cover him again. His black tongue lapped up the remaining blood on his mask.

"You're gonna regret that," he growled. He grabbed Peter's arm and twisted it back, instantly breaking it.

Peter's howl filled the room.

"Now, I know you're going to heal in a couple hours or so. I'll make sure to drop by every couple hours of _every single _day that you're here, rebreaking a bone or two, just to ensure you know who's boss _here_." He smirked and left the room, unlocking it and relocking it as he left.

Peter clumsily tried to set his arm back into place. He cradled his arm to his chest and rested his head on his uninjured arm.

True to his word, every couple hours or so, Venom would come back. Peter winced as the sound of his bones snapping echoed off the walls. Every now and then, Doc Ock would return to jam needles into him.

He thought he heard someone talking to him, and he felt someone carefully shaking his shoulder, but he continued to stay curled up in a ball against the wall.

"Peter, it's me," the voice repeated.

He had almost forgotten he heard the voice. He didn't want to get up. He remembered this voice. It was usually cold, unpleasant, bitter. But this time, there was a caring, worried tone.

He lifted his head and stared into the regretful eyes of Felicia Hardy.

"Jesus Christ, Parker!" she gasped at the sight of his face.

He brought his good hand up to his face and felt a slice running down the side of his face. Oh yeah, he thought. Venom had been in here earlier with Harry's knife...

"Here Har-, I brought you some water." She dug in her jacket pocket and brought out a small plastic water bottle.

"What day is it?" he asked suddenly, snatching the water bottle and gulping it down quickly.

"Sunday." She raised an eyebrow at him.

"The date. What date is today?" he looked annoyed at her.

"The... the 9th. July 9th. Why?"

Peter stared at her with his mouth wide open.

"I've only been here for a week!?" he shook his head. It had felt like so much longer, but it made sense. He couldn't live that long without food and water.

Then it hit him. One week from today would have been Mary Jane's due date. He curled up tighter and buried his head in his arms again.

There was pressure on his forearm and he automatically winced.

"What have they been doing to you?" she asked, awe struck. She must have been talking about the needle marks on his arm, or the bruising all over his body. He shrugged.

"Don't you know?" he mumbled, not looking up at her.

"Not the details," she said seriously before standing up. "Look, Doc Ock only plans on keeping you here another 2, maybe 3 days."

"Good," he whispered.

"Uh, no web-head. Not good. He's not moving you to the Hiltons, he's planning on letting Eddie kill you."

"Great."

Felicia silently stood in front of him for a moment. "He didn't do it, you know. Harry, I mean. He never set you up."

The pain of Harry's betrayal coursed through Peter. He didn't want to admit it to himself, but he had truly thought he had changed.

"Fuck you, Felicia. Get the hell out of here." His voice shook.

"I'm telling you the truth. He had no idea what was happening until you did."

"Then why hasn't he come in here? Can he not speak for himself?" Peter lifted his head from his arms, eyes brimming with tears.

"He's trying to find a way to get you out... and... I don't think he knows what to say to you, honestly."

"I don't want to get out. I just want—" Peter stopped suddenly. "Felicia, can you do me a favor?"

"...Possibly. What do you need?" she asked, slightly confused.

"Can you bring a weapon in here? Something like Harry's knife or something," he asked, slight excitement in his voice.

She raised both eyebrows at him. "You can't fight your way out of this. There's more of them than you, you don't have your web shooters anymore, and you're in pretty poor condition. I mean, I understand if you want to go down fighting, but—"

"No. No, no," he laughed. "I'm not planning on fighting my way out. I want to use it on myself."

She scoffed and rolled her eyes at him. "Look, I'm just here because Harry wanted me to sneak you in some water. He's more than livid at me because of what I did, and I don't think he'd appreciate it if I helped you kill yourself."

"Then he probably poisoned it." he sniffed. "Wait, what did you do?"

"I..." she paused as the door was opening.

Peter immediately wrapped his arms around himself, preparing himself for the pain that was surely going to come.

"Eddie, what do you want?" she sneered at him.

"Just having a little chat with Parker," he grinned at her.

"Whatever." She rolled her eyes and left the room.

Peter retreated into the back of his mind. It was like he was subconsciously keeping tabs on different events and he switched back and forth as he needed; back at home with Mary Jane, and in this damp room that he would surely die in. He didn't even feel the cinder block smash against the side of his head.

* * *

"You've got some syrup on your face," Mary Jane laughed as Peter ate pancakes at his computer desk.

"Do I now?" He smiled crookedly at her. He went to wipe it off with his sleeve.

She threw a paper towel roll at him from the bed and he swiftly caught it.

"Maybe you should use one of _those_," she laughed.

"Nah, I have a better idea." He jumped onto the bed and pinned her down.

"What are you doing?" she giggled at him.

He slyly smiled at her. "I'm using you as my napkin."

Her face suddenly got serious. "Peter... you better not."

"I think I'm going to."

"Peter..."

He suddenly brought his lips down to hers, getting syrup all over her chin and cheeks.

"There, I think I'm all good now." He winked at her.

"Oh my gosh, you did _not _just do that!" She got up from the bed and rushed to the bathroom.

"Don't worry, babe, you're still beautiful!" Peter called out to her.

She peeked her head out of the bathroom door. "I'm getting you back later."

"Counting on it!" he called out as he laid his head against his pillow.

* * *

"Wake up!" he heard a muffled sound.

No, I think I'm good here, he thought to himself. Why would I want to wake up from this?

"Peter!" Someone was trying to shake him awake.

Just let me lay here. I'm happy. I'm with her.

"Seriously, man. I'll get another adrenaline shot if I have to."

Damn.

Peter slowly opened his eyes, everything seemed blurry at first. The room was turned at an awkward angle and he realized he was laying on his side. He looked over at the bloody cinder block laying next to his head.

"Your leg was broken... I snapped it back into place. Your head was bleeding like crazy, but I stopped it and eventually it began to heal by itself. But... you're not healing as fast as usual. I think it's because of how starved you are. I brought you some food though..." the voice rambled on.

Peter groaned, knowing who was in here with him. He was torn between ripping off his head and continuing to lay on the ground.

"Get out of here, Harry," he said, pulling himself up off the ground and resting his back against the cool wall.

"I brought you food," he repeated.

"Don't want it."

Harry nodded and placed the food on the ground against the other side of the wall and then sat against the wall opposite from Peter.

"Why did you do it?" Peter whispered.

"You haven't eaten in a week. I tried getting Felicia to bring you some, but she didn't want to come back—"

"No. Why did you betray me? You took everything from me."

Harry sighed. "I know I can't say anything to convince you. I've been thinking about what to say to you all week. There are no words to describe how sorry I am though, about what happened to Mary Jane and the twins."

Peter narrowed his eyes at him.

"And since I knew you wouldn't believe what I had to say, maybe you'd believe it if you saw it for yourself."

"What do you mean?" Peter asked.

Harry pulled out a disk-shaped object from his jacket. "This is the device that I used on you, to see your memories. I'm betting if I think hard enough about the memories I want you to see, maybe they'll pop up. You should think about what you want to see too, though. I'm not sure if it really helps, but there's no harm in trying."

"You want me to use your device on you? I'm sure you remember how much pain you put the person in," he sneered at him.

"I haven't forgotten." Harry stared at him.

Peter shrugged. "Sounds good to me then. A taste of your own medicine," he mocked.

Harry stood up and walked up to Peter. "I'm going to attach this part to your palm, is that okay?" He nodded to him and Harry put the piece on his hand, and then sat next to him against the wall.

"Now this part," He pointed to the needle, "you'll have to stick that into my neck. Once you do that, I'll be unable to move. If you use this on me for more than four minutes, there's a high possibility I could die. So please, once you're done, take this thing out of my neck," Harry said to him in a calm, controlled voice.

"What's to stop me from killing you?" Peter asked coldly.

"The truth. Hopefully," Harry said as he readied himself for the pain.

Peter stared at him thoughtfully and then stuck the needle into his neck, probably a little harder than necessary, causing Harry to instantly tense up.

Colors swirled all around him and Peter felt like he was being pulled forward and suddenly he was in the arcade at the fairgrounds. A small smile appeared on his face as he saw a younger version of himself playing Mortal Kombat 2.

He shifted his head as another boy came running up to him, scoffing as he saw it was, of course, a younger Harry.

"Hey, man, I just got off the phone with my phone with my dad. He wasn't lying, he's sending me to boarding school tomorrow." He frowned.

"Are you serious?" Peter looked crestfallen.

Harry sadly nodded his head. "I don't want to go."

"Hey, it won't be that bad. You'll get to travel to another country. I bet you'll have a ton of fun!" Peter tried to cheer him up.

"But I won't know anyone. I won't have any friends. I don't know what I'm going to do."

Peter tried to further reassure him. "Look, it won't be that bad. Think positive. We can still see each other during the summer, right?"

Harry shook his head. "Nope. He already told me it's best for me to stay there during the summer to keep up on my schoolwork."

Peter's jaw dropped. "He- but—" He sighed. "No matter what happens, you and I stay friends, okay? We can email each other every week and maybe I can try to visit you out there sometime."

Harry gave him a gloomy nod. "Yeah. I'll miss you, though."

"I'll miss you too, Harry. Best friends for life though, I mean it! You'll have a great time out there."

"Thanks, Pete. You're like my brother, I don't know what I'd do without you."

Peter smiled at him and playfully shoved him.

"My _brace-faced _brother," Harry added with a sly smile on his face.

Peter watched the interactions between the two before realizing he was smiling himself. How easy things used to be.

Colors warped around Peter again and he found himself in a small room with Harry and Doc Ock. He growled at the sight of them.

"Mr. Osborn, this won't take long," Doc Ock said to Harry.

"What's up?" Harry answered.

"I found this article the other day and noticed something." Peter watched as Doc Ock turned the paper around and pointed to a picture of Spider-Man, but where he pointed was the bottom right hand corner where it read 'Photo taken by Peter Parker.'

Harry visibly tensed. "Yeah, what about it?" He shrugged.

"I have a feeling this guy may know who Spider-Man is, or at least know something about him that we may not. I want you to go interrogate him."

"You want me to question some photographer about Spider-Man?" He laughed and his body relaxed.

"Yes. I want you to do exactly that. Away from his house, preferably. If you need to dispose of him I'd rather it go undetected by others."

"No problem, Doc," Harry said as he went towards the door.

"And Mr. Osborn, please hurry."

Peter saw Harry roll his eyes before opening the door.

For the third time, colors began to swirl. Peter had a huge knot in his throat, Harry had been telling the truth! After everything that Harry went through for him, Peter had automatically assumed Harry had been guilty of this. He had destroyed the cure, he had destroyed his friend's only hope for a normal life.

They were suddenly in Harry's bedroom, but it looked like someone had completely destroyed it. Peter looked around and Felicia was standing near the door, and he found, or rather heard Harry.

"HOW STUPID ARE YOU FELICIA!?" Harry yelled as he bashed a coffee table against the wall. Splinters flew everywhere.

"I already told you why I did it." She crossed her arms, paying no attention to the objects flying around the room.

"I don't care _why _you did it! You betrayed me! I told you not to interfere with them! She's DEAD now Felicia! Peter is stuck in a cell! What the hell am I going to do!?" He threw a bottle of scotch on the ground, shattering glass everywhere.

"Go on with your life. Move past this. We can do it together," she said in a calm voice.

"Together!?" he laughed. "Felicia, if I even live after the next couple of weeks, I never want to see you again!" he growled.

"What do you mean 'If I live'?"

"Do you really think Doc Ock is going to let me live after everything?!" He smashed another bottle of liquor on the ground.

"Yes, he will. He promised me no harm would come to you or me in exchange for the information about Parker I gave him."

It had all been Felicia. She was the one who sold them all out. He tasted the anger on his tongue and had the sudden urge for revenge.

"That may be, but I'm going to get him out of there. Somehow. Doc Ock's not going to let that go, and I'll need to stay behind to stall them."

"You're _not _going to risk your life for him!"

"DON'T TELL ME WHAT I AM OR AM NOT GOING TO DO!" Harry yelled again, inches from her face.

"Harry, calm down." She spoke quietly. Peter could see why. Harry's eyes were nearly glowing green and he was far too close to her for comfort.

Peter didn't get to see what happened next, he was shot back into reality. Harry was tensed up against the wall and Peter carefully took the needle out of his neck.

"Harry." Peter shook him.

"Give me... a minute." Harry said through his teeth.

A few minutes passed in silence and finally Harry stirred.

"Wow. I guess my suit allows me to recover much faster than you with this thing." He laughed nervously. "So... I'm alive. Thank you for that. I'm guessing that you saw something?"

Peter nodded his head. "Yeah. Yeah, I did."

Suddenly, Peter wrapped his arms around Harry's shoulders and pulled him into a hug. Harry, startled at first, patted him on the back.

"I'm sorry that I even believed you would have done that to me." Peter let go of him.

"Yeah, well, I'll admit he definitely made it seem like I set you up. I'm glad you know the truth now though."

Peter felt self-conscious as he watched Harry skim over his arms and face.

"They've been taking your blood," Harry stated.

"Yup. And Eddie Brock has been having his fun too. I'm guessing he's the one that had broke my leg. He rebroke my rib a few days ago, well a few ribs."

Harry's eyes flashed dangerously. "I'll kill him."

"Don't worry about it. I'm only in here another day or two. That's what Felicia told me, anyway." Peter suddenly paused. "Felicia is the one who sold me out."

"She did," Harry replied.

"I'll kill _her,_" Peter growled.

"Wait. She said only a day or two left?" Harry asked anxiously.

"Mhm. My time is almost up," he said, popping the p sound.

Harry stood up quickly. "I need to find a way to get you out of here before then. I need to, to—"

"Harry, chill," Peter laughed. "I'm not leaving here."

"No, I'll get you out. I'll find a way."

"I don't want to leave."

Harry looked taken aback. "What do you mean?"

Peter looked up at him with a sad smile on his face. "I'm just really... tired. She was taken from me, man. They were, too. I lost my family. I lost too much. I don't want to live in a world where they don't exist. I can't stand it."

"You can't- you can't just give up." Harry looked angrily at him. "I mean you- you were so angry with me when I wanted to give up."

"Harry, you're my friend right?"

"Best friend," he stated without hesitation.

"Then help me," Peter whispered to him.

Harry laughed sarcastically. "I just told you I was going to."

"Do you have your knife back?"

"Yeah. Brock nicked it from me the night- a week ago. Got it back today though." Harry grinned at him, pulling the knife out.

"Give it to me," Peter said too suddenly.

"Why?" Harry asked.

Peter raised an eyebrow at him. "Let's be real here. I'm not getting out of here. At least let me go out on my own terms."

"That's not an option." Harry secured the knife back in his pocket.

"If you're my friend, Harry, you'll give me the knife."

"Nope." He crossed his arms.

Peter scoffed at him. "Can you imagine what Brock is going to do? I don't think he's going to make it very quick."

"I'm not going to let you kill yourself, Peter. End of story." Harry crossed the room and sat back in his spot, opposite from Peter.

"Then you have to do it," he said simply.

"Excuse me? I did not just go through all that trouble to help you and make you see the truth just so I can lose you all over again."

"Harry..."

"No. You can't ask me to do something like that," he said, gritting his teeth.

Peter leaned his head roughly against the wall and stared across the room, thinking for several minutes.

"So, that's a definite 'no' from you then?" he asked.

"Correct."

"Well then," Peter said slowly, "I guess I know who I have to talk to..."

Harry stood up. "Who do you mean..?" he asked warily.

Peter's eyes quickly darted to the bloodied cinder block next to him.

"I'm sorry, Harry," he whispered sincerely. "I just can't."

"What do you—" Harry began to question, but was instantly cut off as Peter flung the cinder block across the room, smashing it into the side of his face.


	27. Chapter 27

"What the hell man!?" Harry yelled as he spit out blood onto the floor.

Peter jumped up off the floor and crossed the room towards Harry.

"Wait, wait," Harry cautioned. "Stay right there." Peter smiled, watching Harry attempt to hide that his eyes were flashing green.

Harry looked at the flashing light on his wrist, indicating that he was injured. It had already detected the cinder block injury and was slowly healing him. Just as he looked up from the device, Peter punched him in the face.

"What the fuck are you doing!? I'm _not _giving you the knife."

Peter shook his head. "I'm trying to make you angry."

"I'm not going to fight you," Harry said as he held his jaw.

"_You _won't. I'm betting I know who will."

It dawned on Harry what Peter was doing.

"Peter, no. You can't. I _will_ kill you." Harry warned as he backed away against the wall, instantly tense as he was trying to keep the goblin in. "You don't realize how angry it is with you."

"I know. And I'm sorry, Har," he said as he landed another punch on his face. "But, I'm not letting Eddie do it."

Peter watched his friend hunch over and hold his face in his hands, breathing rapidly. Harry wouldn't fight back against Peter himself, so the goblin was trying to take over.

"Please...get away from me," he growled. The goblin was winning; Peter could see the bright green color through Harry's fingers. "I don't want to hurt you."

He hated doing this, but there was no other choice. He brought his leg back and kicked him in the ribs as hard as he could, considering the condition he was in. Harry gasped and held his chest, his breathing intensifying.

Suddenly, Harry went quiet. Peter froze. "Har?" he called out, stepping closer.

Laughter filled the room. Harry lifted his head, his face contorted in a devious grin, eyes blazing green.

"You really shouldn't have done that," the goblin said through his teeth.

He smiled inwardly; he had won. The goblin was out, and there would be no stopping him this time.

The goblin leapt at him and slammed his head against the floor.

The demonic cackle the goblin let out made Peter's hair stand on end. "You did me a favor, destroying that little cure you cooked up," the goblin said before throwing a hard punch at Peter's face.

"Glad I could be of service," Peter joked before he was punched in the face a second time. His nose was broken again.

The goblin jumped off him and brought his foot down onto Peter's chest, laughing as he heard several of his ribs crack.

Peter was lifted off the floor by his collar. The goblin punched him over and over again. He threw him into the wall.

"Fight back!" the goblin roared at him.

Peter put a hand on his stomach. He definitely thought something was punctured. He'd had broken ribs before, but this pain was so intense he couldn't even describe it.

He looked up and was greeted by a kick to his face. His nose was steadily streaming blood now.

"I said... FIGHT BACK!"

"Why? Are- are we not having fun y-yet?" Peter asked.

The goblin shook his head back and forth, laughing. "You are truly something else. We could have taken over this city, you and me. You should have taken that offer when you had the chance."

The cell phone in Harry's pocket began to ring. The goblin pulled it out and answered it, smiling at Peter.

"Felicia! What can I do for you?" he questioned as he put his foot on Peter's ribs, slowly applying pressure.

"Well that's just great news, isn't it? Come on down, I'm with him now," he said before hanging up the phone.

"Well, Parker, I just got some _very _interesting news. Not gonna spoil the surprise until we're almost finished, though. I'd like to see the look on _your _face when I tell you," he referred to when Peter crushed the cure in front of Harry.

Peter smiled, blood coating his teeth. "Jets win the Superbowl?"

"Not quite." The goblin brought his foot down on his arm causing a loud crack, the same one that had been repeatedly broken. Peter inhaled sharply through gritted teeth.

He was starting to feel weak. He pulled himself back up against the wall, trying to set his arm. The goblin was pacing back and forth, hate etched on his face.

"Now I know you did me a favor by destroying that cure, but you do realize you betrayed Harry _again, _right?" the goblin sneered at him. "You know, secretly he loathes you. You were always the chosen one. You got to stay here with your family, and he gets shipped off to boarding school. He had a thing for Mary Jane too, but of course you had ended up with her. We fixed that though." He smiled mischievously as Peter growled. "Even his own father preferred you to him."

"That's not true," Peter said fiercely.

"Oh, but it is. I know what's in Harry's mind, as he knows what's in mine." He chuckled. "He can hear and see everything that's happening right now. I can bet you he's going to enjoy watching me kill you."

The goblin lifted Peter up again and slammed him against the wall. Peter tasted blood when his head collided with the cinder blocks. The goblin stared at him, upper lip curled and teeth bared.

Peter smiled to himself. He was going to see Mary Jane soon. He wouldn't have to live without her. He couldn't do it.

He suddenly froze and let out a loud gasp. There was a white hot pain in his abdomen and he looked down, Harry's bowie knife was embedded in his stomach. The goblin let him go and Peter sank to his knees. Blood began to seep out around the knife blade. He looked up at the goblin and, for an instant, there was a horrified expression and Peter swore he saw Harry's eyes, but the goblin shook his head all too quickly and the green was back.

The outline of the goblin was starting to become blurry. Peter's reactions were much slower and he wasn't even able to respond when the goblin kicked him in the face, throwing him onto his back. The knife was still rooted in his stomach and it hurt whenever he shifted even an inch. He closed his eyes and hoped the pain would soon end.

When he opened his eyes, he was in a completely different room. It was a bright room with endless walls of white. The knife was gone, and he felt no pain. He got to his feet and began to wander around. Where was he?

"Hey there, bug boy," a voice laughed from behind him. He swiveled around and standing there before him was Gwen Stacy.

He walked up to her and embraced her like an old friend.

"Gwen. Gwen, it's good to see you," he said.

"Someone's here to see you." She smiled at him. He looked behind her and his heart felt like it stopped.

Mary Jane stood behind her, wearing the same hoodie that Peter had lent to her the first time she spent the night. She wasn't pregnant, he noted. Everything else disappeared. He ran up to her, grabbed her in his arms and twirled her around him.

"I can't believe it," Peter said.

A tear slid down her face. "Peter," she said as he wiped away the dampness from her face.

"MJ... I'm so _so_ sorry that I couldn't save you. I'm sorry." He held her close to him, afraid that she would disappear.

"It's okay, Peter. It's alright. I love you," she said into his chest.

"I'm not leaving you again. I want to stay here. With you," he said as he kissed the top of her head. She tilted her head towards him and he bent down to kiss her but suddenly he began to feel pain again.

Pain was everywhere. He looked down at Mary Jane again but she wasn't there. He was torn from the white room.

He was in agony, every inch of him felt like it was on fire.

"Thought I lost you a bit early there," the goblin cackled beside him.

"No. No, MJ!" he called out looking around.

The cackling instantly stopped. "She's dead. Remember? You failed her." The knife was ripped from his stomach, and the goblin pocketed it.

Peter brought his hands to the stab wound, the blood now flowing out of it. The goblin knelt down, sticking one of his knees onto Peter's wound.

"I'm going to kill you now, Parker. I'm sick of your hold on him," he growled out.

The goblin was getting much harder to see; Peter's vision was getting foggy.

Peter watched, mesmerized, as the goblin's eyes flashed quickly back and forth from green to blue. His hands were shaking as they made their way towards Peter's throat.

"Goodbye," the goblin said in a struggled voice. Peter wished he would hurry. He could tell Harry was fighting his way back. "And that thing I wanted you to know, both of your—" the goblin's voice faded out as Peter fell unconscious again.

Peter felt elated as he noticed he was in the white room again. Mary Jane was waiting there for him.

"Peter, you can't be here." She ran her hand over his cheek.

He shrugged to her and smiled. "I have nowhere else to be. I'll follow you anywhere."

"But, I love you! I don't want to see you hurt." Her eyes glistened.

"Don't you see, MJ? I'm not hurting anymore. Physical pain... emotional pain... that's all I get back there. But here, with you, I'm more than happy. I'm in love."

She stood on her toes and kissed him on the lips. "I love you too, Peter."

"Now we can be together, forever," he whispered to her.

"Why are you so determined to die, Peter?"

"Because you were all I had left! I don't want to be without you. I don't want to be alone anymore." He shook his head. "I love you."

"That's not true."

He looked at her, shocked. "Of course it's true! I love—"

Mary Jane let out a small laugh. "I know you love me and want to stay here with me, but that's not what I was talking about, you goof. I meant I'm not all you have left."

"You're the most important though," he stated.

She let out a sigh. "You have a choice here, Peter. You can stay here with me if you want. I love you so, so much Peter, but it isn't your time yet. You're not meant to be here yet. You can go back to your life." Peter bent down to kiss her again. "Back to Aunt May, and back to them—"

Peter was thrown back into reality again. Mary Jane was no longer in his arms. He wasn't sure who she was talking about, but he just wanted to be with her again. He didn't care. He wanted her.

"Why can't you just die already!?" the goblin choked out.

He wanted to go back. Aunt May could go on without him. She would accept it.

"Fin..." he tried to tell the goblin. Just end it, please.

"What was that Parker?" he laughed. "Couldn't hear you with all that blood in your mouth."

"Finish it, please. Thank... you... Harry." And Peter smiled, knowing he was going back with Mary Jane. Back where he belonged.


	28. Chapter 28

Adrenaline pulsed through his system.

He stared down at Peter's unconscious body.

What had he done!?

"DAMMIT, PETER!" Harry yelled as he attempted to get him to breathe again. He brought his ear down to Peter's face to hear for something, anything, but there was nothing.

"BREATHE, DAMMIT!" he went back to chest compressions, his left hand slippery with Peter's blood. "Please, please, wake up!" he sobbed.

I killed him. I killed my best friend.

He put his bloodied hands in his pockets, trying to find anything that could help, anything at all. There was nothing except his bloody knife.

"Fuck!" Harry yelled, pulling at his hair.

The door to the room burst open and Felicia walked through, slamming the door shut behind her.

"What the hell is going on in here? I could hear yelling from—" Her eyes opened wide at Peter on the ground. "Harry, what did you do?"

"It- the goblin- I don't know!" he stuttered. "I stabbed him, I broke- he's dying! He might be dead- what do I do!?" he yelled at her.

Felicia kneeled down next to Peter, avoiding the blood pooling around him. She picked up his wrist and pressed her fingers against it, waiting several moments.

"Oh God, Oh God..." Harry whispered to himself.

"He still has a pulse, but it's faint." She got up to her feet. "But you're right, he's dying. He won't be able to heal fast enough in this condition, he's losing too much blood."

"So what do I do!? I'm fucking panicking here! He can't die, Felicia, I won't let him."

She sighed loudly. "Well, we need to bring him to Oscorp. There won't be really anyone there right now at this time. Problem is, with Doc Ock and Eddie out there, I'm not too sure they'll let him leave."

"Max! Max is here. Max might help me," Harry said suddenly.

She raised an eyebrow at him. "He seemed annoyed at you when you explained everything to him a couple days ago."

Harry threw his hands up in the air. "Okay, well he has to understand. He just has to."

"Let me borrow your glider. I can get to your house, pick up some things, and I'll be back in like ten minutes."

"What do we need that's at my house!?"

Felicia smiled. "I'm sure a few of your more hazardous orbs could come in handy at a time like this."

Harry quickly nodded his head. "Yeah, yeah you're right. Come right back Felicia, I mean it," he said seriously. "If you're not back here in ten minutes I'll get him out of here myself."

"And get both of yourselves killed." She winked and dashed out of the room.

Harry sat down next to Peter, not sure what to do with himself. In the silence of the room, he could make out the slow raspy breaths that Peter would take every now and then. They sounded painful, even though he was currently unconscious.

"Hold on, man," Harry said, "I'm sorry about everything. I'm sorry I did this to you." His voice caught in his throat.

He wondered how on earth they were going to make it out of here. Peter obviously couldn't fight with them, and Felicia had no powers or anything of her own. It was up to Max in the end. He would make or break them tonight.

"I'm going to do whatever I can to get you out of here. I don't care if you're determined to die, Pete. You're my best friend and I promised Mary Jane I would watch out for you."

When he said her name out loud, he quickly remembered something that Felicia had told him on the phone, or rather what she told the goblin. He was going to have to confirm with her what he heard.

He looked down at his friend again and smiled. He really hoped what he heard was true. It gave him another reason to fight for his friend's life.

The door unlocked and flew open again, and Felicia shut it behind her.

"Okay, I grabbed a couple bombs, and you had one labeled IMP. I also brought an adrenaline shot to see if we could get him up." she nodded at Peter.

"You brought the IMP?" Harry asked. "Yeah... yeah that might work perfectly."

"What does it do?" she question, readying the shot.

Harry shrugged. "I've never used it before, but it basically creates an implosion. I think I know exactly who I can use that on too," he said thoughtfully.

Felicia knelt down next to Peter on the ground.

"When you called me earlier... well it was actually the goblin you called, but you told me something. About the—" Harry began, but Felicia interrupted him.

"Yes. It's true. They're alive. When you had me check on Peter's aunt, one of the neighbors told me she was at the hospital. I assumed something had happened to her, like you told me you were worried about. Well, turns out she was there to look after the twins."

She jumped and let out a small scream as Peter's hand suddenly shot up and grabbed her wrist.

"They- they're alive..." he asked in a raspy voice.

"PETER!" Harry jumped to his feet. "Pete, man. You're alive!"

"Are they alive?" Peter repeated, letting go of Felicia.

Felicia looked towards Harry, and back down at Peter. "Yes. The ambulance brought Mary Jane to the hospital, and they were able to save both of them. Congrats, Parker, you're a father," she said sarcastically.

Harry glared at her.

"It hurts," Peter groaned as he tried to sit up.

"No shit, you got stabbed by an eight inch bowie knife." She stared at him and crossed her arms.

"_Felicia!_" Harry sighed. "I need to go clear the way _now_. I'm hoping Max will side with me. Can you wait here with Peter for me? Watch over him?"

She looked like she was about to argue at first, but she must have seen how desperate he was to save his friend's life.

"Yeah, Harry. No problem." She rolled her eyes at him.

Harry nodded and looked at Peter. "I'm going to get you out of here, got it? Hold on just a little while longer."

"Be careful... please," she added as she watched Harry scoop up the orbs and run out the door.

"So I guess it's just you and me," Felicia said as Peter stared up at her quizzically.

* * *

"How'd y-you know... about them?" He clutched his side.

A small, unexpected smile escaped her control.

"I met your aunt in the hallway at the hospital. I told her I knew Mary Jane, and that I knew that she was pregnant, and wanted to give my condolences." She shook her head and continued. "At first she was sad but then she brightened up and took my hand and pulled me into a room. At first I was pretty confused and annoyed at this lady. It didn't register at first, who the two babies in the room were. She introduced me to them as Violet and Andrew."

Peter grinned, even though every inch of his body was on fire. So it _was_ a girl and a boy then.

"She was excited to be able to talk to me, to tell me about them. Me, a complete stranger. They both have brown hair, by the way." she smiled at him, the first true smile she ever gave him that wasn't taunting or cruel.

"I need to see them. I h-have to get out—" He tried to get to his feet, but Felicia made sure he stayed on the ground.

"Just hold up a couple minutes, you're in pretty bad shape. Honestly, I have no idea how you aren't dead right now."

Peter sighed and slumped back down. His insides hurt; the cracked ribs were sticking in places they shouldn't, and his knife wound was pretty critical. He lifted up his shirt and gasped at the sight. His entire abdomen was a sickly purple color, covered in a dark red color from the blood from his wound.

"I can't die, not now. I can't. They need me," he whispered.

Why had he been so stupid, so reckless? He should have been trying anything he could to get out of this cell.

Felicia sniffed. "You won't. Not with Harry being so determined to save you. You're lucky to have him as a friend," she added.

Peter was about to answer her, but he suddenly felt extremely dizzy, even though he was still seated. Everything went fuzzy but he struggled to remain conscious. He was scared that if he passed out again, he might not wake up.

"What's in... your hand?" Peter asked her.

She looked down at the needle she was tightly holding in her hand. "We were going to use another adrenaline shot to see if we could wake you up, but you got up by yourself."

"I need it t-to stay—"

"No. It's too dangerous to use in your condition. It was a last resort. If you pass out again I'll use it, but not until then."

An ear piercing sound suddenly erupted from somewhere in the building, followed by a slight shake of the room they were in. Felicia went alert quickly.

"That must have been Harry. He better be okay." She got up and walked to the door. "I'm just going to peek out there and see if I can see anything going on, I'll be right back," she assured him.

She put her hand on the doorknob but it suddenly burst open and she stumbled back. Harry rushed in, not even bothering to shut the door behind him

Peter tried to focus on him, but it felt so much better to shut his eyes.

"We need to go. Now!" Harry yelled to them.

"Felicia, help me lift him up. I can lean him against my shoulder and get him out."

Peter suddenly felt himself being hoisted up. He faded in and out of consciousness.

He heard bits and pieces of what Harry and Felicia were talking about.

"The others?" she questioned.

"Doc Ock is dead. But- fail switch on Max- both in the end- killed each other."

"That leaves—"

"I lost him! He's in here- and pissed."

"I'm sorry- about Max, he—"

Peter concentrated harder on what they were saying as Harry began to walk with his weight leaning up on his shoulder. He opened his eyes and caught a glimpse of him; a large cut, nearly a foot long, started at the top of his face and trailed down just missing his eye and down his cheek.

"Felicia, you need to get out of here," Harry said seriously. "I can't protect the both of you, especially with him in this condition."

"I'm not leaving you. I fucked up big time, and I'm helping you through this."

Harry sighed, irritated. "Felicia, no. You're no match for him. Please, get out of here."

"No, I'm staying—"

"FELICIA!" Harry growled, "If you want to make it up to me, you'll leave now. I mean it. If you don't leave, I'll _make _you leave." He glared at her.

A loud metallic screech filled the air and she looked reluctantly at Harry. Peter watched as she walked up to Harry, who was breathing hard and shaking slightly, and placed a kiss on his cheek.

"I don't understand you, Harry Osborn." She shook her head sadly and ran off.

Peter once again felt himself being dragged away.

"It's okay, man, I'm getting you out of here. Just need to get to my glider."

He wanted to thank him. For everything. It was just too much energy to talk anymore.

"Little bit further—" Harry began but suddenly Peter felt something hit him in the side with such force that it knocked the wind out of him. He clutched his side and looked up, Harry was standing in front of him, blocking him from Venom.

"Osborn, you did it. Now you and I can be in charge. You just have to let me finish him," Venom growled, trying to peer around him.

"Not a chance, Brock. Back away, and we can call a truce for now," Harry tried to reason with him.

Venom laughed. "It's either you move and let me kill him—I mean it doesn't look like he's going to make it anyway—or I kill the both of you."

Harry looked quickly back at Peter, making eye contact.

"If you want to kill him, you'll have to kill me first," Harry said firmly, turning back towards Venom.

"Fine with me," he laughed and lunged for Harry.

Peter dragged himself away from the fight with his good arm and propped himself up against the wall. Stay awake, stay awake! He kept telling himself. The two figures in front of him seemed to dance back and forth; he couldn't really tell who was who in this darkness. One of them lunged at the other and they both flew through a wall, making it impossible to see what was going on.

Please be okay, please be okay, please be okay.

A second later, another explosion went off. He didn't just hear it; his body felt the impact. Cinder blocks and rubble fell on him and he struggled to get them off. He felt someone moving the rubble and pull him out by his collar. He sighed inwardly, thinking he was being saved.

But as he focused, the figure who pulled him from the rubble was actually Venom.

"Parker..." he growled, holding him by his collar.

"Eddie... please. I-I'm sorry for what I did."

Venom laughed a low guttural sound, and then proudly showed off his dripping black teeth. "Well, I'm _not _sorry for this." He plunged his claws into the same spot where he had been stabbed, and flexed his claws inside Peter's body.

Peter howled out in pain. He head began to droop as he began to lose consciousness again.

"PETER! NO!" he heard Harry yell from behind Venom.

There was nothing Harry was going to be able to do for him now. Harry must have done something to Venom, because he abruptly dropped Peter and screeched in agony, running out of the room.

"Pete? Oh God, no. No!" he heard Harry yell. He felt pressure on his abdomen but didn't move. Harry must have been trying to stop the bleeding. He wished he could form the words to tell him to stop, there was no use. He should leave now, there was nothing to be done.

"Okay. Okay, I know what to do," he heard Harry say. He wanted to tell him it was okay, that he had done his best. To tell him to watch over his children for him...

Peter suddenly felt his body being slightly lifted and shifted into something cold and hard. What the hell was going on?

"Don't worry man, this should work. It has to work." Harry's voice shook.

He felt his wrist being held up and heard several beeping noises, then his wrist was set onto the ground gently.

"Just stay awake, Peter. Please, just give it ten minutes. Ten minutes," Harry repeated.

Peter felt a new kind of pain at the moment. He felt his bones very slowly begin to shift back into place. But, how was that happening?

He was able to open his eyes a sliver, as he bit down on his lip from the pain of his bones shifting back into place. Harry was standing there in just a black t-shirt and jeans, shifting his gaze around the room in search of Venom. Peter averted his eyes to his body.

Damn him!

Harry had taken off his goblin suit and put Peter inside it, leaving Harry completely vulnerable to Venom.

"Har—"

"Peter! It's alright. It's going to be alright. You'll get out of here, my suit is healing you as we speak."

An angry screech sounded from the room next to them. Harry squeezed his eyes shut and then opened them, turning towards the noise.

"Eight more minutes, Pete. Stay awake, please," Harry whispered, fear in his voice.

Peter was able to focus much better at this point. His bones were still shifting back into place, and his stab wounds tingled as if they were being stitched back to normal.

It happened in an instant. Harry was standing right before him, guarding him even though he was vulnerable himself, when Venom came out of nowhere and tackled him, throwing them into a wall.

"Harry!" he yelled. He attempted to get to his feet, but then fell back down, howling in pain. He had to get up though. He needed to save Harry, just like Harry saved him.

He got to his feet and slowly dragged himself to the room Harry had been thrown into. Before he got there, another loud explosive sound erupted and Peter was thrown back into a wall, rebreaking his ribs. The sound of a rasping, dying animal filled the room, before it went eerily quiet.

"Harry? Harry! Where are you!?" Peter said, waving away the dust in the air. He held his abdomen, the ribs seemed to have repunctured something inside of him, causing more internal bleeding.

He walked into the room, Harry was clutching his chest and laying on the ground.

There was a puddle of black goo smoking about twenty feet from Harry. Peter presumed it was Venom.

"Harry!" Peter yelled, holding his stomach tight. "What happened? What's wrong?"

"Hey, Brace Face," Harry laughed, and then inhaled sharply.

"Got 'em off, remember?" Peter laughed nervously.

He looked down and saw the damage that had been done. Harry's bowie knife was sticking in the middle of his chest, nearly the same place that Peter had been stabbed. Peter carefully lifted Harry's shirt to see the extent of the damage, but gasped as he saw what else had happened.

Venom had bit Harry on his side, black lines were already making their way up Harry's body.

"I got him. He's dead," Harry said in a hoarse voice. His breathing was slow and raspy.

"You did, man. Good job," he said anxiously, "Here, let me get this suit off for you..." Peter began but Harry grabbed his arm.

"You need- to keep it on- you'll die otherwise," Harry choked out, looking him dead in the eyes. He coughed and blood started to make it's way out of Harry's mouth.

"It's your suit. You n-need it too. _You'll _die if I don't put this on you," Peter argued. Every inch of him was still on fire, but he couldn't allow his friend to die for him.

Harry smiled and shook his head. "Suit won't heal this." He pointed to Venom's bite. "Hurts like a bitch, though."

Peter swore under his breath. Of course it wouldn't.

"Pete... I'm so sorry... for everything," Harry whispered, a tear rolling down his face.

The black veins were making their way up his neck now.

"I forgive you, for everything," Peter said to him, choking back a sob.

"Friends?" Harry asked him one last time, hope filling his eyes.

"Best friends," Peter stated without a moment's hesitation. "You're my brother, Harry."

He gave a peaceful smile, closing his eyes. "Thank you, Peter."

Suddenly, Harry's breathing ceased and his body relaxed. Peter checked his pulse; he was gone.

"Goodbye, Harry," Peter whispered as a tear rolled down his cheek.


	29. Chapter 29

EPILOGUE

Peter was laying down on his bed staring up at the ceiling, a huge smile on his face.

The dream he had last night was filled with happy memories of Mary Jane, Harry, and Gwen.

There was suddenly a frantic knocking on his bedroom door.

"Peter? Peter! We're going to be late." Aunt May called to him, "You'd better be in there. The city will be safe for the next couple of hours!"

"Coming Aunt May!" He smiled and shook his head. He had informed his aunt about everything. It was only fair since she was looking after the twins for him while he was unable to. Of course, when he told her about being Spider-Man, she laughed and said she'd known since he and Gwen had started dating.

He got dressed and opened up the door, heading towards the stairs. Right as he was about to head down, something jumped onto his back.

"Aghh!" he yelled and turned his head to see who was on his back.

"Good morning Daddy!" an excited voice yelled, and lips pecked him on the cheek.

"Morning, Violet," Peter laughed as his daughter jumped from his back, auburn hair flowing behind her.

She jumped in front of him and crossed her arms. "You're running late. We're going to be late for my play."

"Sorry, baby, Daddy just had another one of his dreams, and I—"

"Was it about Mommy again?" she asked.

He smiled down at her. "Yes. Yes it was."

"Okay then, I forgive you." She smiled and bounded down the stairs, Peter following her. Aunt May was waiting in the front room for them, as Violet ran past her.

"I can't believe they're five already." Aunt May shook her head. "The both of them are smarter than any ten year old I know."

Peter laughed. "I know. They're going to pass me up here pretty soon."

She rolled her eyes at him and smiled. "Please, they already have."

"Where's Andrew?" Peter asked looking around.

"You tell me! That boy gets in more trouble than someone I know." she said, winking at Peter. "I'll get Violet in the car. Go find him, we're running late!" Aunt May rushed out the door, Violet trailing behind her.

"Andrew!" Peter called out. He heard a giggle coming from upstairs.

"Hmm... I wonder where he could be...?" Peter said, pretending to search for him as he heading upstairs.

Another giggle. Peter walked into the kids' room where he heard the giggle and looked around, but found nothing.

"Andrew Harrison! We're running late for your sister's play!" he called out. He stepped out of the room and something dropped from the ceiling onto his back.

"Gotcha!" a sly little voice laughed. Peter laughed and looked behind him, at the mini version of himself.

"You did, kiddo! We're running late for your sister's play, so let's get going."

"Okay, Dad." He jumped down.

"Now, I know how you just love to use your powers to joke around with your sister and to have fun at home, but remember what I said about when we go out in public?"

Andrew nodded to him. "I know, Daddy. I have to be responsible with them. Then, when I'm old enough, I can be a hero like you!" he smiled and hugged his father.

Peter smiled and ruffled his son's hair.

"I'll be an amazing hero because I have awesomer powers! I can make my own webbing!" Andrew giggled and shot a strand of webbing at the ceiling and jumped down the stairs.

Peter rolled his eyes and followed his son down the stairs. Before he went out the front door, he stared briefly at the canvas picture of Mary Jane in the front room.

"They really are amazing," he said to the picture. "I wish that you had gotten to meet them."

He strolled out the front door and everyone was already in the car waiting for him. Aunt May and Violet were waving him forward and Andrew looked like he was trying to unstick his hand from the ceiling in the car.

He smiled at his little family. They were everything to him. His world.

He couldn't believe how lucky he was.

* * *

I would like to thank For the Kingdom for being my Beta for this story. This was the first story I have written, and I think she did an amazing job, it wouldn't have been the same without her!

I hope everyone enjoyed this story, I definitely had a fun time writing it! If anyone has any questions or comments, feel free to message me.

Also, keep a look out for a possible sequel ;]


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